Curriculum Vitae: Dr.Neels Kilian - law.nwu.ac.za

Curriculum Vitae: Dr.Neels Kilian

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Curriculum Vitae Neels Kilian

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Key Academic/Work Performance:

Neels received an Oxford University press award for the 3rd best paper in Australia, during

the annual “Corporate Law and Corporate Governance Conference”. In brief, the company

law paper compared various company law jurisdictions (Australia, England and Canada)

how the new South African Companies Act should be interpreted and applied.

Approximately 80 delegates from Australia, Canada, Hong Kong, Malaysia and Singapore

attended the Conference. In addition, about 15 practitioners from the Australian Securities

and Investment Commission (ASIC), the Australian Stock Exchange (ASX) and Australian

Competition and Consumer Commission (ACCC) attended the panel discussion

Neels was a full time legal adviser for New Mastic Insurance Group since 2010 and

consultant to (2013-2016) New Mastic. The company closed down in October 2016. Neels

is familiar with all Re-Insurance contracts/treaties, FSB directives, Government gazettes,

Insurance Bills, FAIS ombud matters, Board Notices, Directives, Short-Term Ombud

matters, conflict management with 3rd parties and in addition helping the company with 3rd

party insurance liability claims, assisting the claims department with advice, FAIS Act,

general code of conduct, policy holder protection rules, negotiating and drafting broker

service level agreements, supervising binder functions, King IV draft report on corporate

governance functions, legal solutions to legal problems identified, on the spot judgment

and decision making experience, drafted a complete policy wording document, voice call

records of advice etcetera. Since 2013 Neels trained new legal staff members to manage

the legal department on a full time basis, drafting legislation checklists etcetera.

Neels Kilian Academic and Practical

Background: Insurance law (i.e. Short-Term

Insurance), Company law, Law of Securities (i.e.

JSE Rules, Insider Trading), Law of Specific

Contracts, Development Economics, Corporate

Governance, Disruptive and Sustainable

Business Strategies


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Prior 2009, Neels was a senior lecturer and programme director at the University of the

Free State, lecturing company/insolvency law to LL.B students.

Appointed as research fellow, University of the Free State (South Africa), 2013-2019, Law

Faculty, Department of Mercantile law.

Appointed by the NRF (National Research Foundation) to review competitive research

grants, 2019 -present.

Appointed as research fellow, Deakin University (Australia), 2016 – 2018, Law Faculty.

Appointed as co-opted member of the executive board of the Gauteng Society of

Advocates (GSA Bar) as from 2018-2020. Executive board member as from 2021, position

treasurer.

Appointed (2017-2019) as part of editorial board to review articles submitted to the Tydskrif

vir die Hedendaagse Romeins Hollandse Reg, by prof Chris Nagel, editor of the journal.

Serve as external reviewer for three local law journals and one international law journal –

highly accredited journals.

LLM program leader and Junior PER editor, University of the North West.

Neels published articles in the following journals:

South African actuarial science journal (accredited)

South African economic and management journal (accredited)

Potchefstroom electronic law journal (PER) (accredited)

De Jure journal (accredited)

Journal for contemporary Roman Dutch law (accredited)

The Company lawyer (accredited by the ABDC of the Australia)

Journal for South African Law (accredited)

African journal of International and Comparative Law (accredited)

African Law Journal (Cambridge University) (accredited)


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Australian Insurance Law Journal (accredited by the ABCD of Australia)

Interdisciplinary Journal for Economics and Law (accredited)

International Business Law Journal (accredited by the ABDC of Australia)

South African Mercantile Law Journal (accredited)

International Journal of Business Continuity and Management Risk (accredited)

In 2005, interim researcher for the “European Academy” (EURAC) Bolzano, Italy. Neels

researched the legal implications of Federalism in the Netherlands within the guidelines set

by the European Union due to his Master (Local Development) degree studies.

Von Humboldt, Konrad-Adenauer Stiftung, PA Malan Trust, Tshwane University and South

African National Research Foundation (NRF):

In 2021, Konrad-Adenauer Stiftung accepted my proposal to fund research on good

corporate governance – an international perspective.

In 2019, PA and Alize Malan Trust (PA Malan was the founder of Santam/Sanlam)

accepted my proposal to fund a book on corporate governance – an international

perspective.

In 2017, received funding from Tshwane University of Technology to research the future of

paralegals due to chapter 2 of the Legal Practise Act. The title of the document delivered

“The Future of Paralegals in South Africa – Comparison with Canada’s Best Practises”

submitted it to TUT.

In 2015, received funding from the Alexander von Humboldt a German scholarship via

Deakin University to research “Disqualification criteria for South African Directors”. The

recipient of this award is Professor Jean du Plessis, Deakin University and submitted a

book chapter to Prof JJ du Plessis.

In 2006, received funding from the “National Research Foundation” (NRF) to research the

new proposed Companies Act .i.e. section 91 of the proposed Act, equivalent to section


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181 of the Australian Corporations Act – The Proper Purpose Doctrine submitted it to the

research committee of TUT.

International, local Academic Articles (Peer Reviewed) and Australian research projects:

Verskillende Verbeteringe en die Aanspreeklikheid van die Verhuurder: D 19 2 15 1 en D

19 2 19 1 Commercium Journal 2002, 39 (ISBN 1021-91-29)

Demise for No Calculation of Damages in the Event of Breach of Company Constitution –

To Be or Not To Be Commercium Journal 2003, 78

Possible Remedies for Shareholders when a Company Refuses to Declare or

Declare Inadequate Dividends Journal for South African Law (joint work with Prof JJ

du Plessis) 2005 48

The Legal Nature of the Company Constitution and Ordinary Damages for Non

declaration of Dividends The Company Lawyer (UK) 2005, 145

Between Economic and Legal Analysis of Incorporeal Things in South Africa: a

Critical “No” to Aedilitian Actions” Potchefstroom Law Journal (PER) 2006 volume 2

What’s Next? How Companies are linking ‘Beyond the Numbers’ with Value to Gain

Competitive Advantages South African Institute for Management Scientists 2006

168 (ISBN 0-7972-1130-6).

.Legal, Economic and Dispute Resolution Principles for a Forward Contract…Who

Knows Journal for Contemporary Roman Dutch law (THRHR) August 2007 391

The ‘Separateness’ of Honesty when considering Business judgments and the

Proper purpose Doctrine The Company Lawyer (UK) 2008 125

Some Notes on the Interpretation of Commercial Recklessness Journal for

International Comparative Corporate Law 2008 59


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Some Notes on the Proper purpose Doctrine The Company Lawyer (UK) 2008 64

Insider Trading and Promissory Notes …A Complex Perspective in Australia or A

Lesson for South Africa? The Company Lawyer (UK) 2008 374.

Book review on “Boros and Duns, Corporate law” Journal for South African Law,

2008, 857.

Derivative Information and Insider Trading; An Evaluative Remark The Company

Lawyer, 2009, 126.

Auctions of Private Companies – In Brief, The Legal Position in South Africa and the

United Kingdom The Company Lawyer, 2009, 82.

Making Sense of the Disclosure of Latent Defects in Financial Statements and

Company Acquisition Contracts The South African Journal of Economics and

Management, 2010 Vol.13, 76.

Judicial Schizophrenia in Corporate Law: Confusing the Proper Purpose Doctrine

with Honesty when a Company Refuses to declare Dividends The Company Lawyer

2011 213.

The Legal Implications of Economic Realities of Earnings per Share – If Any? PER,

2014 Vol. 3 (joint work with Prof Snyman-Vandeventer)

Is the New King IV Draft Report relevant to all Types and Forms of South African

Business Entities? Centre for Comparative Corporate Governance Research Notes,

Deakin University 2016.

Statutory enforcement of the South African King report on companies - an

Economic Theory Perspective, Centre for Comparative Corporate Governance

Research Notes, Deakin University 2016.


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Selective Review of the most important improvements of the South African King IV

Report - Is something missing in the report? Centre for Comparative Corporate

Governance Research Notes, Deakin University 2016.

An Example of Good Corporate Governance Principles in South Africa, Centre for

Comparative Corporate Governance Research Notes, Deakin University 2016.

Good Corporate Governance Principles and the Probability of Hate Speech in

Australia, Namibia and South Africa African journal of International and

Comparative Law (Edinburgh University Press) accepted 2017 – published 2019

volume 1.

Claiming Damages where Dividends Remain Unpaid: A Contribution towards a more

Balanced Approach in South Africa PER, accepted 2017 (joint work with prof

Snyman).

To Replace the Friendly Society Act with the Proposed Insurance Bill: A New

Perspective on Society members’ Benefits in Exchange for a Premium De Jure,

accepted 2017 (joint work with prof Snyman) Part 1

To Replace the Friendly Society Act with the Proposed Insurance Bill: A New

Perspective on Society members’ Benefits in Exchange for a Premium De Jure,

accepted 2017 (joint work with prof Snyman) Part 2

What is a Legal Interest as Required by Derivative Actions – A Look at the Lewis

Group Limited v Woollam and Others [2017] 1 All SA 192 (WCC) SA Merc Journal

(published 2019)

An investigation of an overlap in penalty calculations: profit commission in

reinsurance treaties versus profit commission in binder agreements for underwriting


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managers The South African Actuarial Journal (published 2020).

The Question is “Should Insurers Continuously Update Policyholder Records?”

Insurance Law Requires the Principles of Administrative Law to Settle Disputes

between Policyholder and the Insurer PER Law (published 2019).

A comparative analysis of ethics as a good corporate governance principle in South

Africa and New Zealand Koers Journal (2020 published).

Why Not to Extend the definition of a Member beyond the Register of Members in

the South African Companies Act 1973? A Comparison with Australian Legislation,

Journal of African Law published by Cambridge University (2020, published online).

Exceeding the Limits in Authorised Share Capital and Issued shares – a South

African Perspective, The Company Lawyer (2019, published).

A South Africa-International Company Law Perspective on the Legal Implications of

Derivative Actions in Treaties Interdisciplinary Journal of Economics and Business

Law (2021, published).

Differences between a Binder contract and Insurer Division in South Africa

Australian Insurance Law Journal (2020, submitted).

Practical Explanation of Ethical Director Appointments – Case Law Examples from

South Africa and Australia International Business Law Journal (2021, published).

A South African–Australian Perspective on the Legal Implications Related to being

“Entitled to Serve” as a Director PER (2020, published).

Members and Shareholders of a Friendly Society, and their Legal Differences: A

South African-Australian Perspective PER (2021, published).

The Ethical Reporting of ESG in Financial Statements, A South African Interpretation


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International Journal of Business Continuity and Management Risk (2021,

submitted)

ESG and good corporate governance in relation to the use of pension funds:

Comparison between the UK and South Africa Interdisciplinary Journal of

Economics and Business Law, (2021,submitted)

Books/International Books/Ed Books/chapters

2009, Kilian, Levey, de Bruyn & Hyland Financial Planning Law Glossary (2009)

Lexisnexis.

2014, Kilian (ed) Risk Judicature, Insurance Determinations of the Long Term

Ombud 2005-2014 (2014) Sun University Press (653 pages). ISBN 978-0-62061-

611-9. Foreword written by Judge McLaren, Long-term insurance ombudsman.

2015, Kilian Financial Services Board Directives (2015) Sun University Press (200

pages) ISBN 9780620669283

2017, Du Plessis, De Koker, Kilian, Blakie, Farhan, Rühmkorf , Director

Disqualifications Relevant to Australia, United Kingdom, Germany, USA, South

Africa (Routledge Publishers in UK, New York). Book is sold in US, Germany,

Australia, UK and RSA.

2017,Henning, Pretorius, Nel, Jacobs, Brits, JA Henning, Kilian, Delport Close

Corporations Volume 1, Lexisnexis.

2017,Henning, Pretorius, Nel, Jacobs, Brits, JA Henning, Kilian, Delport Companies

Volume 2, Lexisnexis.


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2017,Henning, Pretorius et al Beslote Korporasiese Volume 1 Lexisnexis.

2017,Henning, Pretorius et al Maatskappye Volume 2, Lexisnexis.

2018,Henning, Pretorius et al Close Corporations Volume 1, Lexisnexis.

2018,Henning, Pretorius et al Companies Volume 2, Lexisnexis.

2018,Henning, Pretorius et al Beslote Korporasiese Volume 1, Lexisnexis.

2018,Henning, Pretorius et al Maatskappye Volume 2, Lexisnexis.

2019, Kilian (ed), The Companies Act of 1909 Sunmedia University press.

2019, Henning, Pretorius et al Close Corporations Volume 1, Lexisnexis.

2019, Henning, Pretorius et al Companies Volume 2, Lexisnexis.

International and National Conferences presented and workshops:

2004, Cape Town, South Africa (“Commercial Recklessness under s(424) of the

South African Company Act” ) June 2004, GBATA.

2004, Tshwane University of Technology, Pretoria, South Africa (“Contemporary

Company Law: An Introduction” Jointly presented by J. Coetzer) November 2004,

Centre for Entrepreneurship.

2005, Lisbon, Portugal (“Business Acquisitions: Options available to the Legal

Adviser in South Africa”) July 2005, GBATA.

2006, Moscow, Russia (“What’s Next? How Companies are linking ‘Beyond the

Numbers’ with Value to Gain Competitive Advantages”) July 2006, GBATA.

2006, Tshwane University of Technology, South Africa (“Legal Principles for a

Forward Contract…Who Knows?”) October 2006, Centre for Entrepreneurship.

2007, Melbourne, Australia (“The Proper Purpose Doctrine in the New Proposed


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South African Companies Act “) February 2007, CLTA

2008, Spain, Madrid (“The Application of the Proper Purpose Doctrine”) July 2008,

GBATA

2015, Bloemfontein, (“Voorbeelde van Ekonomiese Interpretasie van die

Gemenereg... 'n Alternatiewe Geregtelike Benadering?”) November 2015,

International Conference on Mercantile Law, Faculty of Law, University of the Free

State

2019, Bloemfontein, (“Company Law and Company International Law Principles”) to

be held during November 2019, International Conference on Mercantile Law,

Faculty of Law, University of the Free State

2019, Bloemfontein, (“Companies Act 1909- An Overview”) to be held during

November 2019, International Conference on Mercantile Law, Faculty of Law,

University of the Free State

2019, Potchefstroom, (“The Reflective Loss Remedy – What is it?”) to be held during

September 2019, Colloquium, Faculty of Law, University of the North West.

2020, Pretoria, ("The explanation of “other assets” in Regulation 28 of the Pension

Funds Act 1956 and relevant consequences") September 2020, International

Consumer Law Conference, University of Pretoria.

2020, Mafikeng, ("The legal meaning of Shareholder in other Business Enterprises in

South Africa") October 2020, Colloquium, Faculty of Law, University of the North

West.

2021, Germany, (Summer school workshop) "Contemporary Governance

Perspectives: Reporting on Non-Financial Matters and the Rise and fall of


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shareholder Primacy" February 2021, Universitat Bayreuth, Law Faculty.

PPS Legal Advisor 2009-2010 – Very brief stint

PPS insurance is one of the biggest long-term insurance companies in South Africa. My

duties were:

Legal analysis and research legal problems relevant to the Long-Term Insurance

Industry. Working for PPS Insurance in the Actuarial Department, to focus on the

development of insurance products within the insurance industry. To update the

legal implications that are actuarial sound pertaining to insurance lump sum

payments, risk insurance identification and rectification etc. To draft business

contracts; Joint venture contracts, Write various legal opinions on Financial

Services laws; Identify the new Companies Act impact on existing business

practices; To communicate with the Financial Services Board; To consider legal

compliance with various legislation etc.

Advising in-house brokers on the Long-Term Insurance Act and on the Financial

Advisory Intermediary Services Act etcetera.

Assisting in-house brokers with legal issues and assisting the company in drafting

legal opinions.

Actively involved in drafting and preparing legal submissions to the compliance and

risk committee meetings of PPS.

Reviewing policyholder application forms, review policy wordings etcetera.

Reviewing PPS investments marketing material and whether the material was

compliant with the law.

Drafting a compliance check list for marketing material and to consider the

appropriateness of the marketing material.


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Analysing the implications of new laws relevant to the company and how it would

affect the company in the future.

Advising the different departments on compliance issues/matters.

Communicating with other insurance companies to rectify their industry conduct

etcetera.

New Mastic 2010-2016

In 2010 I started a legal department, starting only with myself in the department. In

2013, 8 people were employed in the department.

Advising the company, various legislation relevant to the business operations.

Advising the company on suitable and implications of Re-insurance treaties.

Amending policy documents according to new Re-Insurance treaties.

Drafting various labour, insurance, binder contracts, legal opinions.

Draft policy wordings on a biannual basis i.e. motor vehicle products, all risk

products etc.

Legal analysis and drafting of different binder agreements, agreements to accept

new business and relevant broker agreements.

Reviewing and analysing the risk ratio calculations relevant to binder agreements.

Applying Financial Services Board Directives and analysing Board Directives

relevant to the business.

Completing annual compliance reports as required by the FAIS Act, Short-Term

Insurance Act and Board Notices of the FSB.

Applying for new financial licenses; to establish new financial services providers and


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or products.

PPeerrssoonnaall DDeettaaiillss

Postal Address:

Postnet suite 409, Private bag x 15, Menlo Park 0102

Contact Number: +27 (0)76 914 2656 FAX: 0866152281

E- Mail Address: [email protected]

Criminal Record: None

Drivers License Code: 08 EB

Health Condition: Excellent

Marital status Married to Juanita

Date of birth 75-10-11

FFoorrmmaall EEdduuccaattiioonn,,CCoommmmuunniittyy WWoorrkk,, FFeelllloowwsshhiippss ,,TThheesseess,, HHoonnoorrss

1998 Rand Afrikaans University B.Proc (Law) Pass second class GPA grade is B.

1999 University of Pretoria Diploma Insolvency law

2000 University of Pretoria

LL.M (Mercantile Law) –Law of Contract and Company Law. Pass second class GPA grade is B+

2006 University of Regensburg/Trento/Corvinus

Master Di II levello/ Mastergrad/ M.A (Economics, Law, Polio-sociology)

2011 University of the Free State

LL.D (Company Law and Economic Sciences) Thesis Title: Alternatiewe Ekonomiese Perspektiewe oor Finansiele Maatskappyregtelike Bestuur

2011 Financial Services Board First Level Regulatory Exam – Key Person (RE1) and Representative (RE1)

mailto:[email protected]


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2017 Pupillage as an advocate

Gauteng Society of Advocates - passed the Bar and pratical examination – cum laude

2020 Harvard University, Business School

Certificate in Sustainable Business Strategy


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FFoorrmmaall EEdduuccaattiioonn,,CCoommmmuunniittyy WWoorrkk,, FFeelllloowwsshhiippss ,,TThheesseess,, HHoonnoorrss 1996, Merit Award/Payment, University of Johannesburg.

1999, LL.M bursary (full) from the University of Pretoria.

2000, LL.M dissertation November 2000 cum laude.

2001, Appointed as research representative, Tshwane University of Technology.

2003, Appointed as an examiner on behalf of the Insurance Institute of South Africa

(IISA).

2004, Received a bursary (full) to study a “Joint European Interdisciplinary Master

degree” in Europe.

2005, International Conference chairperson (Portugal, GBATA) for two papers on

economics.

2006, Participated in a Workshop conducted by the Development Bank of South Africa.

My topic was “Accommodating a Multi-Culture Teaching and Learning Approach in the

Development of the African University of Technology: Implications and Challenges”,

Tshwane University of Technology.

2006, International Conference chairperson (University of Stellenbosch) for two papers on

management.

2007, Oxford University press award, 3rd best paper - Corporate law Teachers

Association (Deakin University), Australia.

2007, Program director - “B.Iuris degree in Financial Planning Law”, to update/develop

degree modules.

2013-2019, “Research Fellow” in the Mercantile law Department, University of the Free

State.


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2015-present, External examiner, for students completing master law theses. Examined

20 theses and more from University of Pretoria, Free State University and University of

the Western Cape.

2016-2018, “Research Fellow”, Deakin University, Australia, centre for comparative

corporate governance.

2017, Passed the Bar exam cum laude (Gauteng Society of Advocates) and appointed as

research co-ordinator as from 2018.

2017, Email sent to me from Prof Stevens, editor of the De Jure informing me that both

blind reviewers were of the opinion that the article “To Replace the Friendly Society Act

with the Proposed Insurance Bill: A New Perspective on Society members’ Benefits in

Exchange for a Premium” consists of extremely high quality research.

2017-2018, Was subject head for International law 1, Corporate Procedures 1, and

current subject head for Corporate law 2, Mercantile law 1 at the Tshwane University of

Technology – part time lecturer. I lecture these subjects at Ga-rankuwa and Soshanguve.

2019 –present, LLM program leader appointed by the University of the North West.

2019- present, Appointed by the NRF (National Research Foundation) to review

competitive research grants.

2018-2020, Co-opted member of the executive, Gauteng Society of Advocates.

2021-present, Executive member of the Gauteng Society of Advocates, treasurer.

2021-present, Harvard Global Chapter member.


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PPrrooffeessssiioonnaall MMeemmbbeerrsshhiippss CLTA Corporate law teachers association (CLTA) member since 2007

Compliance Institute

Compliance officer member 2010-2013

Gauteng Society of Advocates (GSA)

Member of the Bar, and co-opted executive member

Civil Mediation Council (CMC) (London)

Mediation member/friend

Legal Practice Council

Advocate of South Africa

CCoommppuutteerr LLiitteerraaccyy

Proficient in all Microsoft Office Tools.

LLaanngguuaaggeess English

Afrikaans

EEmmppllooyymmeenntt HHiissttoorryy Date Organisation Job Title

1 Jan 2000 – 30 June 2007 Tshwane University of Technology

Lecturer

2003 Insurance Institute of South Africa Examiner (one year contract)

2005 European Academy (EURAC) Interim researcher

1 July 2007- 30 Dec 2008 University of the Free State Senior Lecturer

1 July 2007 -30 Dec 2008 University of the Free State Program Director –(B.Iuris)

June 2009- March 2010 PPS Insurance Ltd Corporate Legal Adviser, in the Actuarial Product Development Department

March 2010- June 2013 June 2013- Oct 2016 (company closed down in

New Mastic Insurance Group Legal Adviser, Head of Department, Full-time Consultant


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EEmmppllooyymmeenntt HHiissttoorryy October 2016) (Legal Adviser)

March 2013-2019 University of the Free State Research Fellow

June 2016-2019 Deakin University, Australia Research Fellow

2017-present Private practice Advocate

Referees

Prof. JJ du Plessis [email protected] +03 52439760

Prof. Snyman-Vandeventer [email protected] +27 823051540

Prof JJ Henning (Previous Dean of the Law Faculty, University of the Free State)

[email protected]

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