A change in or the consolidation of a company can be achieved in many different ways and one way is to use a scheme of arrangement. Part A of Chapter 5 of the Companies Act 71 of 2008 (hereafter ‘the Act’) provides for three types of fundamental transactions, namely, an amalgamation or merger, a disposal of all or the greater part of the assets or the undertaking of a company and for schemes of arrangement. The research will be limited to schemes of arrangement (hereafter ‘arrangement’), specifically on the meaning of the term ‘arrangement’. Schemes of arrangement are provided for in section 114 of the Act which provides that the board of a company may propose and implement any arrangement between the company and holders of any class of its securities by way of, among other things; a consolidation of securities of different classes, a division of securities into different classes, an expropriation of securities from the holders, exchanging any of its securities for other securities, a re-acquisition by the company of its securities or a combination of the methods mentioned above. The list of the methods mentioned above does not constitute a closed list of the methods that could be employed to effect a scheme of arrangement. This is so because the list is preceded by the words ‘may include’ and ‘by way of’, ‘among other things’. Section 114 also requires the retention of an independent expert, who must, as part of the report to the shareholders, include a copy of sections 115 and 164 of the Act. Section 115 deals with the requisite approval for all fundamental transactions and section 164 deals with appraisal rights of minority shareholders. Section 114 of the Act lists methods with which a scheme of arrangement may be effected, including, inter alia, an expropriation of securities from the holders and a reacquisition by the company of its securities; however, the Act fails to define what a scheme of arrangement is. As a result of the legislature’s failure to define what an arrangement is, case law provides insight into discerning the parameters of what may or may not constitute a scheme. There has been much controversy regarding what constitutes an arrangement, especially in the area of the nature of the consideration given in lieu of shareholders’ shares, with courts differing in the interpretation of what qualifies as an arrangement. Of importance to note on this point is the addition of the expropriation of securities from the shareholders in section 114 of the Act because with the Companies Act 61 of 1973 (hereafter ‘the 1973 Act’), the expropriation of securities for cash was held by the courts to fall outside the scope of an arrangement in Ex Parte Sabel (EDMS) Bpk, which approach was later followed by the court in Ex Parte Natal Coal Exploration Co Ltd. Ex Parte Suiderland Development Corporation rejected this approach. In this case Van den Heever J stated that he did not understand why the ‘compensating advantage’ should have to take the form of retention of rights as members of the company and that if the legislature wished to limit the ambit of an ‘arrangement’ it would have done so by definition in the Act. The current Act has potentially resolved this controversy by including expropriation as one of the methods that could be employed as a means of effecting a scheme of arrangement. In an obiter in Ex Parte Mielie-Kip Ltd, Flemming DJP, stated that a scheme of arrangement may provide for the termination of the relationship between a company and its shareholders, with or without substitution of a new relationship between the said parties. The differing court rulings will be discussed in detail below. Schemes of arrangement have not been challenged in court under the Act, and as such, the legal precedents that will be discussed in this paper are based on the predecessor of the Act, the 1973 Act. Another important question to be considered is whether section 48 buy-backs by the company constitute a scheme of arrangement. The said section of the Act states that if a company reacquires its previously issued shares in excess of five per cent, it has to comply with the requirements of section 114 and 115. However, it does not state whether this means that the transaction is now a scheme of arrangement. Furthermore, a reacquisition of previously issued securities by a company is listed in section 114(1)(c) as one of the methods that can be used to effect a scheme of arrangement; however, as with section 48 of the Act, section 114 does not state whether or not this reacquisition will now be a scheme of arrangement. Due to the fact that schemes of arrangement are included in the definition of affected transactions in section 117(1)(c)(iii) in Part B of Chapter 5 of the Act, they must comply with the Takeover Regulations and Part C of the Act. It is thus necessary to consider the parameters of what a scheme of arrangement will constitute so as to align the transactions within the regulatory framework of the Act. / Dissertation (LLM (Corporate Law))--University of Pretoria, 2020. / Mercantile Law / LLM (Corporate Law) / Unrestricted

In Drosophila oocytes, chromosomes undergo dynamic reorganisation during the prophase of the first meiotic division. This is essential to prepare chromatin for synapsis, recombination and consequent chromosome segregation. The progression of meiotic prophase I is well described, while the molecular mechanisms and regulation of these dramatic chromosomal reorganisations are not well understood. Histone modifying enzymes are major regulators of chromatin structure, however, our knowledge of their roles in meiotic prophase I is still limited. In this work, I investigated the role of the histone demethylase Kdm5/Lid, which removes one of the trimethyl groups at Lys4 of Histone 3 (H3K4me3). I showed that Kdm5/Lid is important for the assembly of the synaptonemal complex, pairing of homologous centromeres, and the karyosome formation. Additionally, Kdm5/Lid promotes crossing over and therefore ensures accurate chromosome segregation. Although loss of Kdm5/Lid dramatically increased the level of H3K4me3 in oocytes, catalytically inactive Kdm5/Lid rescued the above cytological defects. Thereby, I found that Kdm5/Lid regulates chromatin architecture in meiotic prophase I oocytes independently of its demethylase activity. To further identify the regulators of meiotic chromatin organisation during prophase I, I carried out a small-scale RNAi screen for karyosome defects. I found that depletion of ubiquitin ligase components, SkpA, Cul-3 and Ubc-6, disrupted the karyosome formation and the assembly of the synaptonemal complex. The success of the small-scale screen motivated me to initiate the genome-scale RNAi screen for karyosome defects. I found 40 new genes that, when depleted, strongly impaired karyosome morphology. Further studies are required to confirm and elucidate their role in chromatin organisation in oocytes. Overall, my findings have advanced our understanding of the regulation of chromatin reorganisation during oocyte development. Because of the conservation between Drosophila and human meiosis, this study provides novel insights into the regulation of meiotic progression in human oocytes.

Dans le champ de la création littéraire arabe contemporaine, la thématique de l’intertextualité comme source de création littéraire touchant le domaine du roman trouve une double origine. D’une part, l’étude des grands romanciers arabes contemporains montre que ces derniers reprennent les récits antérieurs de caractère essentiellement épique, historique et religieux, pour les reproduire dans un style et un contexte romanesque qui leur sont propres, sans pour autant s’éloigner du thème original. D’autre part, la question de l’intertextualité comme source de création littéraire trouve son fondement dans le rôle dévolu à la mémoire et au savoir. Afin de saisir la manière dont ces deux sources sont utilisées, nous allons tenter d’aborder ces questions en analysant les études universitaires et les critiques littéraires actuelles afin de constituer ainsi une argumentation objective. Partant de là, pour cerner la question de l’intertextualité comme source de création littéraire dans le roman arabe contemporain, nous structurerons notre travail en trois parties. La première aura pour titre : « Citations et Références » - ces deux termes posant, par leur juxtaposition, la question de la relation entre la citation intertextuelle et le lecteur. La seconde partie sera intitulée « Allusions et Evocations » - ce couple de termes posant la question de la relation entre l’intertextualité et la mémoire (historique, culturelle) contenue dans la littérature. Enfin, la troisième partie aura pour titre « Reprises et Remaniements » - ces deux termes posant la question de la reprise textuelle et de la relation de dérivation existant entre les textes. Au terme de chaque partie, nous proposerons un récapitulatif des principaux points abordés, en exposant des arguments visant à expliquer l’intérêt de l’intertextualité dans le processus de renouvellement de la création romanesque arabe contemporaine. / In the field of contemporary Arabic literature, the theme of intertextuality as the source of novelistic literary creation possesses a double origin. On the one hand, the study of major contemporary Arabic novelists shows that they make use of prior narratives of essentially epic, historical and religious character, reproducing them in a romantic style and context that is entirely their own, but without departing from the original theme. On the other, intertextuality as the source of literary creation takes for its foundation the role played by memory and knowledge. In order to grasp the way in which these two sources are used and why, we are going to approach the question by analyzing university studies and current literary criticism on the subject, thereby constructing an objective argument. Then we will structure our work in three parts. The first will be entitled: “Quotations and References”, a juxtaposition posing the question of the relationship between the intertextual quotation and the reader. The second part will be entitled: “Allusions and Evocations”. This pair of terms will be concerned with the relationship between intertextuality and memory (both historical and cultural), which is contained in the literature. Finally, the third part will be called: “Resumptions and Reorganisations” – these two terms raising the question of textual resumption and the divergent relationship existing between texts.