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B-BBEE ownership solutions and trust administration
From the first diagnostic to the last net value calculation, we take ownership transactions from idea to verified points, with our legal and financial partners alongside, and we administer the trusts that hold the shares.
Ownership assessment and strategy
A diagnostic review, gap analysis against the Codes and a strategy for your target level.
Where it sits in a transaction
- Diagnose: Ownership review and gap analysis
- Design: Structure options for your target level
Ownership at a glance
- 25 points: A priority element.
- 40%: Sub-minimum on net value.
- 3 measures: Voting rights, economic interest and net value.
Structure design and implementation
Equity deals, ESOPs and broad-based schemes, built with our legal and financial partners.
Where it sits in a transaction
- Value and fund: Valuation, and vendor or third-party funding
- Agree terms: Shareholder agreements, with our legal partners
- Register: Deals of R25 million or more registered within 15 days
- Implement: Shares issued and beneficiaries onboarded
Choosing the vehicle
- Employee trust (ESOP): Benefits current employees. Strengths: engagement, retention and a long-term view. Watch-outs: staff turnover before vesting; valuing private shares.
- Broad-based scheme (BBOS): Benefits a wide group of Black people and communities. Strengths: wide reach, with dividends that can fund education or health. Watch-outs: administration cost and balancing many interests.
- Strategic partner: A Black-owned investment or operating company. Strengths: capital, networks, skills and an active board role. Watch-outs: funding cost; real involvement, never fronting.
Deal structuring and equity equivalents
Black-owned and private equity partners, equity equivalents, voting rights and governance.
Funding for Black shareholders
- Funding: Vendor finance, notional vendor funding or third-party finance, repaid from dividends.
What the verification agency measures
- Voting rights: Exercisable votes held by Black people, and by Black women.
- Economic interest: For Black people, Black women, designated groups and new entrants.
- Net value: Black-held equity less outstanding funding, building as debt is repaid. It carries the 40% sub-minimum, so we track it tranche by tranche.
Net value and risk
Net value tracked tranche by tranche, with fronting risks flagged and fixed early.
Why net value matters
- Net value: Black-held equity less outstanding funding, building as debt is repaid. It carries the 40% sub-minimum, so we track it tranche by tranche.
Where it sits in a transaction
- Monitor: Annual reviews and net value tracking
Sale of asset advisory
Asset deals designed for ownership recognition, with legal, audit and verification input.
Where it sits in a transaction
- Diagnose: Ownership review and gap analysis
- Agree terms: Shareholder agreements, with our legal partners
- Register: Deals of R25 million or more registered within 15 days
- Verify: Ownership file and net value calculation
Good to know
- 15 days: To register a deal of R25 million or more with the B-BBEE Commission.
Verification support
Ownership files, net value and economic interest calculations, and agency liaison.
Where it sits in a transaction
- Verify: Ownership file and net value calculation
What the verification agency measures
- Voting rights: Exercisable votes held by Black people, and by Black women.
- Economic interest: For Black people, Black women, designated groups and new entrants.
- Net value: Black-held equity less outstanding funding, building as debt is repaid. It carries the 40% sub-minimum, so we track it tranche by tranche.
Post-implementation monitoring
Annual reviews and beneficiary tracking, adapting structures as the business and the law change.
Where it sits in a transaction
- Monitor: Annual reviews and net value tracking
Expert partners
Deals delivered alongside the attorneys and chartered accountants we work with closely.
Where it sits in a transaction
- Value and fund: Valuation, and vendor or third-party funding
- Agree terms: Shareholder agreements, with our legal partners
Trust administration and trust services
Employee and broad-based trusts administered for ESOP and BBOS beneficiaries, from onboarding to distributions, so trustees can govern with confidence.
Employee and broad-based trusts only deliver value if they are run well. We administer trusts that hold shares for ESOP and BBOS beneficiaries, from onboarding to distributions, working between the trustees, the company, the beneficiaries, the Master of the High Court, SARS, auditors, the bank and the verification agency.
Every year
- 1 annual general meeting: Organised and minuted.
- 4 trustee meetings: With minutes kept.
- 2 half-day training sessions: One for trustees, one for beneficiaries.
Nine service modules, together or one at a time
- Onboarding and logistics: Beneficiaries onboarded with allocation letters, trustee elections, distribution logistics and unit certification.
- Day-to-day management: Assets, distributions, reporting and records administered, in line with the Codes, the trust deed and the law.
- Governance and secretarial: Advice to the chairperson and board, meetings minuted, B-BBEE affidavits, risk assessments and independent trustees.
- Master of the High Court: Letters of Authority and trust deeds updated, and official forms completed.
- SARS and accounting: The trust bank account, monthly accounting, annual financials, tax returns and eFiling.
- Training: Trustee and beneficiary training: duties, rights, B-BBEE, tax, units and dividend timing.
- Beneficiary engagement: Regular communication, climate assessments, independent interviews, conflict resolution and FICA documents.
- Official trust meetings: One AGM and four trustee meetings a year, auditor meetings and special meetings as needed.
- Verification support: Verification packs, records aligned with verification standards, and advice on net value and economic interest.
Trustees carry personal responsibility
- Beneficial ownership records: Since 1 April 2023 trustees must keep beneficial ownership records and lodge them with the Master. Penalties reach R10 million or five years’ imprisonment. We keep those records current, with every change lodged on time.
BS Vision Corporate Consulting is a Level 1 B-BBEE consultancy in Johannesburg, serving clients across South Africa.