While the Protection of Personal Information Bill (PoPI) and the Financial Markets Act 2012 (FMA) will have an influence on the manner in which companies and Strate respectively deal with personal information, access to the companies’ share registers by the shareholders and the public in terms of the Companies Act will not be affected by these new laws.
The purpose of the Financial Markets Act 2012
The FMA was signed into law in early 2013 and it will replace the Securities Services Act 2004 (SSA) in the very near future. The FMA will, among other things, regulate how self-regulatory organisations, such as Strate, deal with confidential information. PoPI is expected to be promulgated in 2013. PoPI reaches further and aims to promote the protection of personal information processed by public and private bodies and to introduce information protection principles so as to establish minimum requirements for the processing of personal information.
While PoPI and the FMA guard or even restrict the processing or disclosure of personal information, such as details relating to shareholders, the Companies Act requirements remain applicable to securities register information, which also allows access to the information contained on such registers,” explains Maria Vermaas, the Head of Strate’s Legal & Regulatory division.
According to the Companies Act 2008 and its Regulations (Companies Regulation 32), a shareholder’s name, address and number of securities must still be contained in the securities register.
Highly accessible and informative
This register is accessible to interested parties – even members of the public and shareholders – as the Companies Act 2008 gives these parties the right to inspect and to get a copy of a company’s share register directly from the issuer. It is an offence for such issuer or company to fail to accommodate a request for such access or to unreasonably refuse such access.
It is important to note that Regulation 32 of the Companies Act also prescribes further information to be contained in this share register, which must include in respect of each person to whom the company has issued securities, or to whom securities of the company have been transferred, the person’s name and business, residential or postal address, email address if available, an identifying number that is unique to that person.
Even though PoPI is aimed at promoting the constitutional right to privacy, it does not prevent Strate from performing the CSD functions in terms of the applicable law – Strate as the country’s CSD has an obligation to disclose securities register information to the Issuers of these securities, which will not be restricted by PoPI or the FMA,” concludes Vermaas.
For further information, please contact Strate Legal Services on Strate-Legal@strate.co.za.