Section 100: Liability of shareholders

100. Liability of shareholders (1) Subject to the constitution of a company, a shareholder shall not be liable for an obligation of the company by reason only of being a shareholder. (2) Subject to the constitution of a company, the liability of a shareholder to the company shall be limited to— (a) any amount unpaid on a share held by the shareholder; (b) any liability that arises pursuant to section 128 (2) (c); C35 – 69 [Issue 1] Companies Act (c) any liability to repay a distribution received by the shareholder to the extent that the distribution is recoverable under section 66; (d) any liability expressly provided for in the constitution of the company; (e) any liability under section 101. (3) Nothing in this section shall affect the liability of a shareholder to a company— (a) under a contract, including a contract for the issue of shares; (b) for any delict; (c) for any breach of a fiduciary duty; (d) for any other actionable wrong committed by the shareholder; or (e) in the case of an unlimited company.