| Category | Turnaround time | Link | Contacts | Escalation level |
| Evaluation/determination of case jurisdiction (Corporate Governance Surveillance and Enforcement) | 80% of requests closed or inspectors appointed to investigate within 25 working days of receipt of requests e date of tracking an application. | https://www.cipc.co.za/?page_id=149 | Khutso Maboya KMaboya@cipc.co.za |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Acknowledgement of receipt of complaints (Corporate Governance Surveillance and Enforcement) (An automatic response is sent immediately after receiving the email). |
3 working days of allocation of a complaint | https://www.cipc.co.za/?page_id=1355 | Khutso Maboya KMaboya@cipc.co.za |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Company and Close Corporation Annual Returns | Immediate | Company and close corporation Annual Return Enquiries (this does not include Beneficial Ownership, Financial Accountability Supplement or Audited Financial Statement enquiries since such is administered by other units within CIPC) |
CIPC Website (e-services) |
Enquiry: annualreturns2@cipc.co.za (5 working days)
1st level query 2nd level query |
| Category | Turnaround time | Link | Contacts | Escalation level | |
| Company and Close Corporation Solvent (CoR40.1) and Insolvent Liquidation (CM26Liq) | 3 working days from the date of tracking an application (service is dependent on sufficient funds being available in customer code at time of e-mailing) |
Company and close corporation solvent and insolvent liquidation applications, dissolutions, set aside orders and court order commencing liquidation proceedings | Email: Liquidations@cipc.co.za
Court orders: Email: corporatelegalservices@cipc.co.za |
|
| Category | Turnaround time | Link | Contacts | Escalation level | |
| B-BBEE and Domain name registrations | Immediate | CIPC Website (e-services)
Self Service Centres |
|
| Category | Turnaround time | Link | Contacts | Escalation level |
| Foreigner Assurance | 2 working days | Assurance of foreign national passport information | E-Services: https://eservices.cipc.co.za/ | Enquiry: enqforeignerassurance@cipc.co.za (5 working days)
1st level query Glory Moumakwe (3 working days) |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Changes in CC membership – Manually | 2 working days from the date of tracking and indexing. | /https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-closecorporation/ | Email: manualck2@cipc.co.za | 1st level query
Petro Engelbrecht 2nd level query Thomas Lebete |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Evaluation of the case for jurisdiction | Within 30 days of allocation | N/A | N/A | Joey Mathekga |
XBRL Taxonomy 2024 IFRS Data Model 14 September 2024
XBRL Taxonomy 2024 COOP Data Model 14 September 2024
XBRL Taxonomy 2024 GRAP Data Model 14 September 2024
XBRL Taxonomy 2024 as on 14 September 2024 Framework Architecture
XBRL Taxonomy 2024 Mandatory Elements As on 14 September 2024
XBRL Taxonomy 2024 Release Notes as on 14 September 2024
2024 Final Taxonomy for Download on 14 September 2024
Taxonomy sample files as on 14 September 2024
CIPC XBRL Taxonomy 2024 Architecture
Please participate in CIPCs process of public consultation of the 2023 taxonomy and data model by sending comments to xbrl@cipc.co.za.
XBRL Taxonomy 2023 IFRS Data Model 11 August 2023
XBRL Taxonomy 2023 COOP Data Model 11 August 2023
XBRL Taxonomy 2023 GRAP Data Model 11 August 2023
Draft Taxonomy 2023 as on 11 August 2023 Framework Architecture
Draft Taxonomy 2023 Mandatory Elements As on 11 August 2023
Draft Taxonomy 2023 Release Notes as on 11 August 2023
Draft Taxonomy 2023 for Download as on 11 August 2023
| Category | Turnaround Time | Link | Contacts | Escalation level |
| Notice of Appointment of Business Rescue Practitioner (CoR123.2) | 2 days from the date of filing the application | Notice of Appointment of Business Rescue Practitioner (CoR123.2) | New e-services
|
1st level query Mapule Malinda
2nd level level query Vuyani Nkohla vnkohla@cipc.co.za |
| Category | Turnaround Time | Link | Contacts | Escalation level |
| Application for License as Business Rescue Practitioner (CoR126.1) | 5 days from the date of filing the application | Application for License as Business Rescue Practitioner (CoR126.1) | New e-services
|
1st level query
Mapule Malinda mmalinda@cipc.co.za 2nd level query |
| Category | Turnaround Time | Link | Contacts | Escalation level |
| Changes in CC Accounting Officers – Manual | 3 days from the date of tracking and indexing | https:www.cipc.co.za/index,php/manage- yourbusiness/manage-your-closecorporation | E-mail: manualck2@cipc.co.za | 1st level query Mapule Malinda mmalinda@cipc.co.za
2nd level level query Vuyani Nkohla vnkohla@cipc.co.za |
| Category | Turnaround Time | Link | Contacts | Escalation level |
| Changes in Auditors / Designated Auditors / Company Secretaries and Audit Committee Members | 3 days from the date of tracking and indexing | https:www.cipc.co.za/index,php/manage- yourbusiness/manage-your-company | E-mail: cor44@cipc.co.za | 1st level query
Mapule Malinda mmalinda@cipc.co.za 2nd level level query Vuyani Nkohla vnkohla@cipc.co.za |
Customers can apply for a B-BBEE certificate on the eservices website, Bizportal or at the CIPC Self Service Terminal.
For a business with a turnover of less than R10 million, a B-BBEE certificate is not required. Customers can complete an Affidavit, signed by an Commissioner of Oaths, and hand it instead of the B-BBEE certificate. Once the Affidavit has been stamped by a Commissioner of Oaths, the Affidavit serves as a B-BBEE certificate as no other verification is required for Exempted Micro Enterprises.
Click here to download the sample B-BBEE affidavit.
Co-operative registration only accepts Card payment method
NB: Funds deposited into customer code will not be accepted.
Changes to the constitution may include changes to the objectives and business description, membership, loans to members, financial year-end, and surplus and bonus payments. You may wish to change the length of time that a member may be a Director. The Co-operative Act states that Directors may hold a reasonable term of Office that must be indicated in the Constitution of the co-operative.
To make Other changes to the co-operative click
| SERVICE TO BE PROVIDED | FEE FOR CLOSE CORPORATION | FEE FOR COMPANY |
|---|---|---|
| Issuing an electronic disclosure certificate | R30.00 | R30.00 |
| Allowing inspection of a company file personally by applicant | R5.00 | R100.00 |
| Allowing inspection of a company file on the written request by an applicant (*includes up to 10 photocopies of documents, thereafter the payable fee per copy – certification excluded) | R10.00* | R100.00 |
| Photocopy on paper reproduced from microfilm (per copy) | R0.50 | R1.50 |
| Certifying a copy of a document on file | R5.00 | R20.00 |
| Issuing a certificate relating to company information | R20.00 | R50.00 |
| Issuing an affidavit relating to company information | R20.00 | R50.00 |
| Providing photocopies of documents | R0.50/copy | R1.50/copy |
| Providing data extracts and reports of standard information on the registry, in electronic form | R10 plus R0.04 per record | |
| Providing data extracts and reports of standard information on the registry, in paper form, to a maximum of 500 records. | R10 plus R0.04 per record |
Please Note: The fee for a data extract and report will be based on the following rules:
a) Basic company information constitutes a single record.
b) Information concerning directors or auditors, constitutes a single record per director or auditor.
c) A request for a paper report that exceeds 500 records will be divided, with every 500 record increment, or part thereof, constituting a separate request.
| Category | Turnaround time | Description | Link | Escalation level | |
| Company address (CoR21.1) | Changes will be effective within a minimum of 5 working days due to the requirement that the effective date must be at least 5 days from date of filing with CIPC. | Company address changes. | CIPC Website (e-services)
Self Service Centres |
|
Please participate in CIPCs process of public consultation of the 2022 taxonomy and data model by sending comments to xbrl@cipc.co.za.
A company can be converted to a co-operative (Section 66 of the Co-operative Act (Act 14 of 2005).
Scan and e-mail the completed and signed documents together with supporting information to Coopsconversions@cipc.co.za
The following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: Coopsconversions@cipc.co.za
Regulation 29 of the Companies Act , No. 71 of 2008 deals with the `Independent Review of Annual Financial Statements’.
For the purpose of this Regulation-
When an independent review of a company’s financial statements must be carried out
Regulation 29 (4) states that `An independent review of a company’s annual financial statements must be carried out-
Register as a Customer
To view information on how to register as a customer, click here.
Deposit funds
Deposit R250 into the CIPC bank account. For the bank account details, click here. NB: Use your customer code as reference when depositing money into the CIPC bank account.
Apply for solvent liquidation of your company or close corporation
Print and complete form CoR40.1.
Scan and e-mail the completed and signed documents together with supporting information to liquidations@cipc.co.za
The following supporting documents must be included in your e-mail for winding up by the company or creditors:
NB: Liquidation and deregistration are not the same thing.
Liquidation implies that the business is not able to pay its debts.
Liquidation further implies that the business will cease to operate (generally as a result of financial problems).
The liquidation may come about:
A solvent company or close corporation may be wounded up voluntarily by members or by a creditor by the adoption of a Special resolution by the company or close corporation. The resolution must be filed with the CIPC by filing the CoR40.1 with supporting documents.
Before the resolution is adopted by the company or close corporation, the company or close corporation must set security with the Master of the High Court for the payment of the company’s debts within no more than 12 months after the start of the winding-up of the company or close corporation or obtain consent of the Master to dispense with security.
For consent to dispense with security the following information must be provided to the Master:
A company or close corporation remains a juristic person and retains all of its powers as such while it is being winded up voluntarily. From the beginning of the company close corporation’s winding-up, it must stop carrying on its business except for those activities required for the benefit of the winding up process. Also all the powers of the company’s directors or close corporation’s members cease, except to the extent specifically authorised,
A company or close corporation is dissolved as of the date its name is removed from the companies’ or close corporation register. The removal of a company or close corporation’s name does not affect the liability of any former director or shareholder (for close corporation its members) or any other person in respect of any act or omission that took place before the close corporation was removed from the register.
At any time after a company or close corporation has been dissolved, the liquidator or other person with an interest may apply to a court for an order declaring the dissolution to have been void, or any other order that is just and equitable in the circumstances and if the court declares the dissolution to have been void, any proceedings may be taken against the company or close corporation as might have been taken if the company close corporation had not been dissolved.
Legal personality is only terminated once the entity is “dissolved”.
E-Services: Electronic Application for Appointment and Resignation of Auditors
The office of an auditor may not remain vacant for more than 40 business days. An auditor may serve a maximum of five consecutive financial years.
Steps to effect changes to auditors:
Note: No supporting documents are required.
Click here to lodge an inquiry.
Important: Queries relating to transactions already lodged should only be submitted once the Service Turnaround Time has lapsed.
Manual Application: Appointment, Resignation, and Removal of Auditors or Company Secretary
The position of an auditor or an audit committee member may not remain vacant for more than 40 business days, while a company secretarial vacancy must be filed within 60 business days. An auditor may serve a maximum of five consecutive financial years.
Steps to effect changes to auditors, audit committee members or company secretaries:
Register as a Customer
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Print and complete form CoR44.
The following supporting documents must be included in your e-mail:
Power of Attorney / Mandate, signed by an active Director
Resolution from Company signed by all the active Directors reflecting the change to be made on the Auditor / Co-Secretary
Certified identity copy of the owner of the customer code
Certified identity copy of Director who signed the CoR44 form
Certified identity copy of applicant/person who signed the CoR44 form
Certified identity copy of the Auditor
Consent letter of the Auditor accepting the appointment
When Auditor / Co-Secretary resign, submit resignation letter on their letterhead
Proof of address by way of an Annexure or letterhead of Auditor firm
E-mail the completed and signed documents together with supporting documentation to cor44@cipc.co.za
Click here to log an enquiry (only after the indicated service standard has lapsed).
Important: Queries relating to transactions already lodged should only be submitted once the Service Turnaround Time has lapsed.
The most important document governing a company is the Memorandum of Incorporation (MOI). The MOI sets out the rules governing the conduct of the company, as specified by its owners. The Companies Act imposes certain specific requirements on the content of a Memorandum of Incorporation, as necessary to protect the interests of shareholders in the company, and provides for a number of default company rules / alterable provisions, which companies may accept or alter as they wish as long as it is in line with the Companies Act.
Alterable provisions within the Companies Act, 2008:
Unalterable provisions are provisions of the Act which the company may not change, such as directors’ duties and responsibilities and enhanced accountability requirements for public and state owned companies. In instances where the MOI is in conflict with the Act, the Companies Act will prevail. In addition, the Act allows for companies to add provisions to address matters applicable to that company, not addressed in the Act itself, but all provisions of the MOI must be consistent with the Act. The Memorandum of Incorporation contains the following information:
(a) Primary Co-operative an application to register a primary co-op must be made by a minimum of –
(i) Five natural persons
(ii) Two juristic persons
(iii) A combination of any five persons
(b) A secondary co-operative must be formed by two or more operational primary co-operatives.
(c) A tertiary co-operative must be formed by two or more operational secondary co-operatives.
(d) National Apex co-operative must be formed by – three operational sectoral tertiary co-operative that operates on a national level and five operational multi-sectoral tertiary co-operatives that operated on a provincial, district, or local level.
N.B Operational means a co-operative that has held its annual general meeting and has submitted its annual report, audited report, or independent reviewed report to the registrar in its financial year.
The following are open source validators / iXBRL readers that can be used to validate your “.xhtml” iXBRL files prior to uploading onto the CIPC platform.
For entities seeking service providers for iXBRL client-side software solutions:
For prospective software service providers who want to join the CIPCs vendor panel:
Please participate in the CIPCs process of public consultation of the 2018 taxonomy data model by reviewing the documents below:
Please participate in the CIPCs process of public consultation of the 2019 taxonomy / taxonomy data model by reviewing the documents below:
You are invited to participate in the CIPC Taxonomy development process. Please see below a gap analysis report, presentation, and recording of a webinar meeting that was held on the 23rd of April 2020 and a specific one aimed at GRAP professionals held on the 4th of June 2020. We invite further commentary regarding the report from the public and other regulatory stakeholders. You may forward comments and queries to xbrl@cipc.co.za.
Formal Public Invitation for Webinar held on the 23 April 2020
GAP Analysis Report
Formal Public GRAP Goes Digital Invitation for Webinar held on the 4 of June 2020
Recordings and Presentations for Webinar held on the 23 April 2020 and 4 June 2020
Taxonomy 2020 Data Model Consultation Review Guidelines
GRAP 2020 Data Model
IFRS 2020 Data Model
Please participate in the CIPCs process of public consultation of the 2021 taxonomy/taxonomy data model by reviewing the documents below. Please send comments to xbrl@cipc.co.za by 11 June 2021:
Consultation Paper
GAP Analysis between IFRS 2020 and IFRS 2021
IFRS 2021 Data Model
Draft IFRS 2021 Taxonomy
Mandatory Data elements
| Category | Turnaround time | Description | Links | Escalation level |
| Respond to social media queries | 24 hours from the receipt of Social media queries | Responding to Social Media queries within 24 hours | https://www.facebook.com/theCIPC/ | Thobani Mhlongo |
| Category | Turnaround time | Description | Link | Escalation level |
| Email addresses for enquiry process | 10 working days from the receipt of the query | Responding to emails sent to relevant unit | Alternative processes for enquiries | Magda Swemmer |
| Category | Turnaround time | Description | Contacts | Escalation level | |
| Company and Close corporation Re-instatements | 3 working days from the date of tracking an application
(service is dependent on sufficient funds being available in customer code at time of e-mailing) |
Company and close corporation re-instatement applications | Email: |
|
| Category | Turnaround time | Description | Contacts | Escalation level | |
| Company and Close corporation voluntary Deregistration | 4 working days from the date of tracking an application | Company and close corporation voluntary deregistration as well as objections to voluntary deregistration.
Due to issuing of legal notices on the deregistration process, finalisation of the deregistration takes 4 months |
Email: Deregistrations@cipc.co.za |
|
| Category | Turnaround time | Description | Contacts | Escalation level |
| Commencement of Business Rescue Proceedings (CoR123.1 and court order), Terminations (CoR125.2) and substantial implementations (CoR125.3) | 2 working days from the date of receipt | Commencement of business rescue proceedings, termination of business rescue proceedings, substantial implementation of business rescue proceedings and court orders relating to business rescue | Email: Businessrescue@cipc.co.za
Court orders: Email: corporatelegalservices@cipc.co.za |
1st level query
Joel Mphahlele JMphahlele@cipc.co.za 2nd level query Christa Klokow |
| Category | Turnaround time | Description | Contact | Escalation level | |
| Location of company records (CoR22) N/A | 3 working days from the date of tracking an application | Changes to location of company records. | Email: companychanges@cipc.co.za |
|
| Category | Turnaround time | Description | Link | Escalation level | |
| Company financial year end (CoR25) | Changes effective immediately based on the availability of director/s to provide OTP/s | Financial year-end changes. | CIPC Website (e-services) |
|
| Category | Turnaround time | Description | Contacts |
Escalation level |
|
| CC address (CK2a) | Immediately or on alternative effective date selected | CC address changes | CIPC Website (e-services)
Self Service Centres |
|
| Category | Turnaround time | Description | Link |
Escalation level |
|
| MOI amendments on share capital (CoR15.2) | Effective immediately based on the availability of chosen director to provide OTP | Changes to share capital | CIPC Website (e-services) |
|
| Category | Turnaround time | Description | Contacts | Escalation level | |
| CC name change (CK2) | 3 working days from the date of tracking an application. | Changes to CC name. | Manualck2@cipc.co.za |
|
| Category | Turnaround time | Description | Link | Escalation level | |
| MOI amendments on company name change (CoR15.2) | Effective immediately, based on the availability of director/s to provide OTP | Changes to company name. | CIPC website (e-services) Bizportal |
|
| Category | Turnaround time | Description | Contacts | Escalation level | |
| MOI amendments for JSE applications (CoR15.2) | 3 working days from the date of tracking | Changes to share capital, main business, conversion from one type of company to another, adoption of new MOI, ring fencing, articles etc for JSE listed companies and their subsidiaries only |
Email: JSEapplications@cipc.co.za |
|
| Category | Turnaround time | Description | Contacts | Escalation level | |
| External Company Registration (CoR17.1) | 3 working days from date of tracking (service is dependent on sufficient funds being available in customer code at time of e-mailing) | External Company Registration | Email: Companydocs@cipc.co.za |
|
| Category | Turnaround time | Description | Contacts | Escalation level | |
| Mergers or Amalgamation (CoR89) | 5 working days (service is dependent on sufficient funds being available in customer code at time of e-mailing if new registration and/or MOI amendment is required as part of process) | Mergers or Amalgamations | Email: Companydocs@cipc.co.za |
|
| Category | Turnaround time | Description | Contact | Escalation level | |
| Close Corporation to Company Conversions (CoR18.1) | 5 working days from date of tracking (service is dependent on sufficient funds being available in customer code at time of e-mailing) | Conversion from Close Corporation to a Company | Email: Companydocs@cipc.co.za |
|
| Category | Turnaround time | Description | Contact | Escalation level | |
|
Private Company and Non Profit Company with customized MOI, Public Company, State Owned Company and Incorporated Company (CoR15.1B, D and E) |
5 days from date of tracking(service is dependent on sufficient funds being available in customer code at time of e-mailing) | New Company Registration | Email:
|
| Category | Turnaround time | Description | Links | Escalation level | |
| Short Standard Private and Non Profit without members (CoR15.1A and CoR15.1C) |
E-services: 1 working days Mobile App, Self Service Centre, Bank, BizPortal immediately(service is dependent on payment being made immediately) |
New Company Registration | E-Services:https://eservices.cipc.co.za/and then e-mailing to Eservicescoreg@cipc.co.zaSelf Service CentreMobile AppBanks (Nedbank, ABSA and FNB): relevant banking websitesBizPortal:https://www.bizportal.gov.za |
|
| category | Turnaround time | Description | Links | Escalation level | |
| Name Reservations | 1 working days (service is dependent on sufficient funds being available in customer code) | Company name reservation, defensive name reservation, transfer of name, extension of company name or defensive name | E-Services : https://eservices.cipc.co.za/
Self Service Centre Mobile App BizPortal: https://www.bizportal.gov.za/ For Associated name reservations (supporting documents required): |
Enquiry: enqnamereservations@cipc.co.za (5 working days)
1st level query Emanuel Manyelo (3 working days)
|
| Category | Turnaround time | Link | Contacts | Escalation level |
| Back-office change of directors | 2 days from the date of tracking and indexing | 1st level query
Thomas Lebete 2nd level query Vuyani Nkohla |
| Category | Turnaround time | Link | Contacts | Escalation levels |
| Changes in CC membership – e-services | 1 working day from the date of receipt of the correct documents sent to the correct email address complying with the email requirements | https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-closecorporation/ | Email: Eservicesck2@cipc.co.za
Post Drop off boxes (Physical) CIPC website (E-services) Mobile APP BizPortal (and Banks) |
1st level query
Petro Engelbrecht 2nd level query Thomas Lebete |
| Category | Turnaround time | Link | Turnaround time | Escalation level |
| Changes in company director details – Manual | 3 days from the date of tracking and indexing | https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-yourcompany/ | Email: Manualcor39@cipc.co.za | 1st level query
Norman Sefolo 2nd level query Thomas Lebete Vuyani Nkohla 3rd level query |
| Category | Turnaround time | Link | Contacts | Escalation level | |
| Automated change of directors | Immediately after submission of OTP’s by the directors. |
VNkohla@cipc.co.za |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Evaluation of the case for jurisdiction | Within 30 days of allocation | N/A | N/A | Joey Mathekga |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Finalisation of the matter.
In terms of issuance of the Inspector’s Report and related directive. |
Within a calendar year after allocation of the matter. | N/A | N/A | Joey Mathekga |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Allocation of the matter after receiving a subsequent report | Within 5 days after receipt of subsequent report. | https://www.cipc.co.za/index.php/manage-your-business/manage-your-company/independent-review | Email: Independentreview@cipc.co.za
Email: RI@cipc.co.za |
Joey Mathekga |
| Category | Turnaround Time | Link | Contacts | Escalation level |
| Acknowledgement of receipt of Reportable Irregularity reports (an automatic response is sent immediately after receiving the email). | 5 working days | https://www.cipc.co.za/index.php/manage-your-business/manage-your-company/independent-review | Email: Independentreview@cipc.co.za
Email: RI@cipc.co.za Email: s62report@cipc.co.za Email: BOEnforcement@cipc.co.za |
Joey Mathekga |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Prospectus certificate | Issue a prospectus certificate within 14 days after a receipt of final prospectus from the client | https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-company/public-company/compliance-obligations/public-offering-company-securities-prospectus/ | N/A | Joey Mathekga |
| Category | Turnaround time | Link | Contact | Escalation level |
| Prospectus certificate | Issue a prospectus certificate within 14 days after the PVC approved registration of prospectus from the client.
Online: Match, excluding foreign jurisdictions |
https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-company/public-company/compliance-obligations/public-offering-company-securities-prospectus/ | N/A | Joey Mathekga |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Provisions or comments on the draft/final and supplement prospectus. | 14 working days from the date of receipt | https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-company/public-company/compliance-obligations/public-offering-company-securities-prospectus/ | N/A | Joey Mathekga |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Prospectus registration
Receival of draft/final and supplements. |
5 working days to issue an acknowledgement notice after receipt of draft prospectus. | https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-company/public-company/compliance-obligations/public-offering-company-securities/ | Email: prospectus@cipc.co.za | Joey Mathekga |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Disclosure and annual financial statements. Filing of AFS by companies on XBRL portal |
Immediate (portal based auto response) | https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-company/public-company/compliance-obligations/financial-statements/ | Email: xbrl@cipc.co.za | Joey Mathekga |
| Category | Description | Link | Contacts | Escalation level |
| Request for investigations(governance and surveillance and enforcement) | 80% of requests closed or inspectors appointed to investigate within 30 working days of receipt of requests e date of tracking an application | https://www.cipc.co.za/index.p hp/register-yourbusiness/companies/moi/ | Email: | Joey Mathekga |
| Category | Description | Link | Contacts | Escalation level |
| Request for investigations (Corporate Compliance and Disclosure Regulation) | 80% of requests closed or inspectors appointed to investigate within 10 working days of receipt of requests | https://www.cipc.co.za/index.p hp/register-yourbusiness/companies/moi/ | Email: CoR135.1complaints@cipc.co.za | Joey Mathekga |
| Category | Turnaround Time | Link | Contacts | Escalation level |
| Acknowledgement of receipt of complaints | 5 working days of receipt of a complaint | N/A | N/A | Joey Mathekga |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Process applications for renewal of trade marks | 2 working days after receipt of the application/s for renewal | https://www.cipc.co.za/index.php/trade-marks-patents-designs-copyright-copyright/tade-marks/maintain/ | Drop off box
Post |
1st level query
Helen Nuwejaar 2nd level query Fleurette Coetzee |
| Category | Turnaround time | Contacts | Escalation level |
| Trade mark registration certificates | 66 working days (3 months) from the expiry of the statutory opposition period in relation to applications where no formal opposition had been entered | N/A | 1st level query
Monica Mamphiswana 2nd level query Fleurette Coetzee |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Issue a first official action in relation to new trade mark applications | 10 months from date of application | https://www.cipc.co.za/i ndex.php/trademarks-patents-designs-copyright/patents/ | N/A | 1st level query
Vuyiswa Tlape 2nd level query Fleurette Coetzee |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Allocate an official application number to new trade mark applications | 2 working days of having received the application/s | https://www.cipc.co.za/i ndex.php/trademarks-patents-designs-copyright/patents/ | CIPC website (IP on-line)
Drop off box Post |
1st level query
Tsholofelo Mokgoko 2nd level query Fleurette Coetzee |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Trade mark Special search report | 10 working days of receipt of the application for a special search | https://www.cipc.co.za/index.php/find-enterprise-ip-informatr/se | Drop off box
Post |
1st level query
Phuthi Lamola 2nd level query Fleurette Coetzee |
| Category | Turnaround time | Link | Contact | Escalation level |
| Process applications for renewal of patents | 2 working days of receipt of the application | https://www.cipc.co.za/i ndex.php/trademarks-patents-designs-copyright/patents/ | CIPC website (IP on-line)
Drop off box Post |
1st level query
Steven Mbewe
2nd level query Velaphi Skosana
3rd level query Mavis Nyatlo |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Process applications for renewal of patents | 44 working days (2months) from the date of publication of the notice of acceptance in the Patent Journal | https://www.cipc.co.za/i ndex.php/trademarks-patents-designs-copyright/patents/ | CIPC website (IP on-line)
Drop off box Post |
1st level query
Boitumelo Sepato 2nd level query Udisha Chathuri |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Allocate an official application number to new patent applications | 2 working days of having received the application/s | https://www.cipc.co.za/index.php/trade-marks-patents-designs-copyright/patents/ | CIPC website (IP on-line) Drop off box Post |
1st level query
Dineo Malebane 2nd level query Velaphi Skosana 3rd level query Mavis Nyatlo |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Process applications for renewal of designs | 2 working days of receipt of the application | https://www.cipc.co.za/index.php/trademarks-patents-designs-copyright/patents/ | CIPC website (IP on-line)
Drop off box Post |
1st level query
Thulani Ntuli 2nd level query Tshenolo Jakoba 3rd level query Velaphi Skosana
|
Velaphi Skosana
VSkosana@cipc.co.za
| Category | Turnaround time | Link | Contact | Escalation level |
| Issue design registration certificate | 44 working days (2months) from the date of publication of the notice of acceptance in the Patent Journal | https://www.cipc.co.za/index.php/trademarks-patents-designs-copyright/patents/ | CIPC website (IP on-line)
Drop off box post |
Drop off box
1st level query Tshenolo Jakoba 2nd level query Velaphi Skosana 3rd level query Mavis Nyatlo |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Allocate an official application number to new design applications | 2 working days of having received the application/s | https://www.cipc.co.za/index.php/trade-marks-patents-designs-copyright/patents/ | CIPC website (IP on-line)
Drop off box Post |
1st level query
Tshenolo Jakoba 2nd level query Velaphi Skosana 3rd level query Mavis Nyatlo |
| Categories | Turnaround time | Link | Contacts | Escalation level |
| Issue copyright in film registration certificates | 2 working days from the receipt of the application | https://www.cipc.co.za/index.php/trade-marks-patents-designs-copyright-copyright/tade-marks/ho/ | CIPC website (IP online)
Drop off box Post |
1st level query:
Tshepo Bambo: 2nd level query: Kadi Petje: KPetje@cipc.co.za |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Allocate an official application number to new copyright in film applications | 1 working day from the receipt of the application | http://www.cipc.co.za/index.php/trade-marks-patents-designs-copyright-copyright/tade-marks/ho/ | CIPC website (IP on-line)
Drop off boxes Post |
1st level query:
Tshepo Bambo 2nd level query: Kadi Petje: |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Changing of directors details of co-operatives | 5 working days from the receipt of an application | https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-co-oper/ | CIPC website (e-services)
Email: Co-op2@cipc.co.za |
1st level query
Aubrey Morifi
|
| Category | Turnaround time | Link | Contacts | Escalation level |
| Divisions of co-operatives | 7 working days from the date of receipt of an application | https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-co-oper/ | CIPC website (e-services)
Drop off box Post |
1st level query
Lettie Skosana |
| Category | Turnaround time | Link | Contacts | escalation level |
| Amalgamations of co-operatives | 7 working days from the date of receipt of an application | https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-co-oper/ | CIPC website (e-services)
Drop off box Post |
1st level query
Lettie Skosana
|
| Category | Turnaround time | Link | Contacts |
Escalation level |
| Conversions of co-operatives | 7 working days from the date of receipt of an application | https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-co-oper/ | CIPC website (e-services)
Email: Coopsconversions@cipc.co.za |
1st level query
Lettie Skhosana 2nd level query Vuyani Nkohla |
| Category | Turnaround time | Link | Contacts | Escalation level |
| Changes of co-operative details | 5 working days from the date of tracking an application.
|
https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-co-oper/ | CIPC website (e-services)
Email: Co-op3an4@cipc.co.za |
1st level query
2nd level query Aubrey Morifi
|
| Category | Turnaround time | Link | Contacts | Escalation Level |
| Co-operative registration and issue of certificate | 1 working day from the date of tracking an application. | https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-co-oper/ | C
CIPC website (e-services) Drop off box Post Email: Cooperativesonline@cipc.co.za
|
1st level query
Gotewang Setshedi GSetshedi@cipc.co.za 2nd level query Lettie Skosana: LSkosana@cipc.co.za |
| Category | Turnaround time | Link | Contacts | Escalations level |
| Amendment of constitution of a co-operative | 5 working days from receipt of an application | https://www.cipc.co.za/index.p hp/manage-yourbusiness/manage-your-co-oper/ | CIPC website (e-services)
Email: Co-op6@cipc.co.za |
1st level query:
2nd level query: Aubrey Morifi
|
Name reservation
Company registration
Co-Operatives
Documents
COMPANY REGISTRATION
private and non-profit company registration
DIRECTOR AMENDMENTS
ANNUAL RETURNS
NAME RESERVATIONS
MEMBER AMENDMENTS
AUDITOR CHANGES
NAME CHANGES
FINANCIAL YEAR-END CHANGES
ADDRESS CHANGES
NAME SEARCH
NAME EXTENSION
TRANSACTION STATUS
BALANCE ENQUIRY
NAME TRANSFER
CERTIFICATES
B-BBEE CERTIFICATES
DOMAIN REGISTRATION
UPDATE CONTACT DETAILS
DISCLOSURE CERTIFICATES
Company Registration
SARS Services
Domain Name Registration
B-BBEE Certificates
Compensation Fund
UIF Registration
Business Bank Accounts
Annual Return Filing
Google Business Services
The most important document governing a company is the Memorandum of Incorporation (MOI). The MOI sets out the rules governing the conduct of the company, as specified by its owners. The Companies Act imposes certain specific requirements on the content of a Memorandum of Incorporation, as necessary to protect the interests of shareholders in the company, and provides for a number of default company rules / alterable provisions, which companies may accept or alter as they wish as long as it is in line with the Companies Act.
Alterable provisions within the Companies Act, 2008:
Unalterable provisions are provisions of the Act which the company may not change, such as directors’ duties and responsibilities and enhanced accountability requirements for public and state owned companies. In instances where the MOI is in conflict with the Act, the Companies Act will prevail. In addition, the Act allows for companies to add provisions to address matters applicable to that company, not addressed in the Act itself, but all provisions of the MOI must be consistent with the Act. The Memorandum of Incorporation contains the following information:
Name Reservation
In terms of the Companies Act, 2008, a for profit company (e.g. private company) may be registered with or without a company name while a not for profit company must have a name. When a company is registered without a reserved name, its registration number automatically becomes the company name with (South Africa) as the suffix. This is the quickest way to register a company.
In terms of the Companies Act, 2008, a for profit company (e.g. private company) may be registered with or without a company name while a not for profit company must have a name. When a company is registered without a reserved name, its registration number automatically becomes the company name with (South Africa) as the suffix. This is the quickest way to register a company.
Such a company may transact with a trading (business) name, or may apply to add a reserved name at a later stage. In this case, the company will need to first reserve a name and then apply for a name change, which constitutes a change to its Memorandum of Incorporation (MOI) (refer to Maintain a Business).
If your initial name reservation application is not approved, you will need to apply for new names. You may apply for between 1 and 4 names during each application process. Each name reservation application costs R50 and since it is regarded as a filing fee and not an administrative fee, it is not refundable. It is advised that a free Trade Mark search and browser search (using your preferred browser Google or Chrome etc) to confirm the use of your proposed name before submitting such as part of your name reservation application.
Your name reservation application is only registered or reserved upon written confirmation from CIPC in the form of a CoR9.4. The name reservation is valid for 6 months during which period you must have used it on a company or co-operative registration or a change to a company or close corporation name.
Available Platforms for name reservations:
Click here for step by step guide for name reservation via New E-Services.
Click here for the Frequently Asked Questions.
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
Extension of Reserved Name
A reserved name will continue to be valid for a period of 6 months from the date of approval but it can be extended on application together with the prescribed fee of R30, by the person who submitted the name reservation for a period of 60 business days at a time.
The approved or reserved name can only be extended within the month prior to its expiry date and once the reserved name has expired, the same cannot be extended.
Available platform:
Transfer of Reserved Name
Only a person under which the name has been reserved can transfer the reserved name to the other person by filing a signed notice of the transfer together with the prescribed fee. Thus a transfer of the reserved name can only be transferred from Customer Code under which the name has been reserved to another Customer Code.
A reserved name can only be transferred while still within the stated validity period and once the name has expired, the name cannot be extended.
NB: Transfer of the reserved name does not result in the reserved name validity period being extended (the original validity period applies just assigned to another customer code) or a company name change.
Company Registrations
There are five types of companies that you can register. If you wish to run a franchise business, you would register a private company. If you wish to register a church, you would register a non-profit company. A private school could be registered as a private company or non-profit company, depending on its objectives. An association of professionals such as lawyers, doctors, civil engineers etc, may be registered as a personal liability company. For personal liability companies, it is recommended that you consult the relevant regulatory or registration authority of such profession to confirm the type of company registration required.
A company registration may vary between R125 and R475 (R125 for a private company, R475 for a non-profit company registered without members).
Essentially, intellectual property rights are private rights. It is therefore the primary responsibility of the right holder to seek remedies in order to protect those rights. They must monitor the activities of competitors as well as developments in the marketplace, and take action to stop any infringement of rights or obtain recovery of losses.
In serious cases, however, in particular when the infringement of IP rights is intentional and for commercial purposes, many countries will consider such infringements to be criminal, and therefore also provide for action to be taken by the respective authorities.
Accordingly, effective enforcement may require the involvement of a number of persons or entities, such as attorneys, judges, customs, police, prosecutors, administrative authorities, and, in the area of copyright, collective management societies. In many countries, it may also be possible to obtain information and assistance through contacting national organisations or right holder associations concerned with fighting counterfeiting, piracy and other forms of intellectual property infringement.
Once you own IP, you are responsible for monitoring the market to ensure you are not being infringed. If you are the victim of infringement it is then up to you to take the appropriate steps – an IP lawyer or attorney can assist you to determine if you are being infringed and the best way to deal with the situation. We are not in charge of monitoring IP infringement – this is your responsibility.
You need to monitor and safeguard your IP. This means letting others know you have a legal right to your IP and, if necessary, defending your rights through legal action. This is to ensure that only you can turn your ideas into a commercial reality.
This is why you’ll see many products containing the ® symbol – this is the owner letting everyone know that they have a registered trade mark. Copyright owners do a similar thing by using the © symbol with their work, while many new products will have patent pending or the patent number displayed.
Don’t wait for someone to infringe your IP. Putting a strategy in place to deal with infringement before it happens should be part of your overall protection and commercialisation strategy.
If you find your IP is being copied or used by someone else without your permission, there are a number of actions you can take. Possibilities available to you can range from a letter of warning from you or your attorney – to court action. It is always best to seek professional advice.
Whatever action you do take, pursue it vigorously and make sure any person infringing on your rights knows you are serious about protecting your IP. Any delay could jeopardise your legal rights to take action.
Owning IP is like owning physical property. It indicates to others that you have a claim on it, it deters others from infringing upon it and enables you to take legal action against those who do.
To help prove your ownership of IP, keep a record of:
When you trade over the internet, you are entering a global marketplace. There is no such thing as a ‘world’ trade mark. Registration of a trade mark in South Africa does not give you any rights in relation to that trade mark overseas. If you offer goods or services for sale on the internet, you could be sued for infringement in a country where someone else owns the trade mark.
South Africa is a member of the World Intellectual Property Organization (WIPO) which establishes guidelines to protect trade mark owners who trade over the internet.
Be aware of the potential risks you face when trading over the internet. You should seek legal advice on the best ways you can avoid or minimise those risks. Most importantly, you should seek legal advice if you receive notice from an overseas trade mark owner alleging that you are infringing their trade mark via the internet.
Trade mark owners contemplating trading over the internet should consider applying for international trade marks.
An important first step for a right holder is the careful assessment of the alleged infringement. This examination should address a range of issues, such as whom the infringer is, the impact the infringement may have on his business, the seriousness and the extent of the infringement, or the question of repeated infringement. Generally, it is advisable to seek advice and to try to settle the dispute at an early stage, if possible.
It is encouraged to try settling the situation in a ‘friendly way’ by informing the infringer of the activities in question and pointing out the existence of the right owner’s intellectual property rights. In cases of non-voluntary infringements, an infringer may stop his action upon being informed of the illegality of his behavior. The adequacy of a first notice, however, will depend on the circumstances of a particular case. If the right holder does not have sufficient reason for assuming an infringement, he could become liable for damages resulting from an unjustified warning and subsequent action.
If an infringer does not agree to stop or change his activities, negotiation may become an important element of enforcing one’s rights. Again, the success of such a proceeding will strongly depend on the circumstances of the case. In addition, alternative dispute resolution (ADR) procedures are increasingly recognised as offering an effective means for settling disputes concerning intellectual property.
Often, it may be useful for the right holder to seek professional assistance from an IP attorney or agent before deciding on an appropriate course of action. It may also be useful for a right holder to consider contacting a respective right owner’s association. In areas seriously affected by counterfeiting (increasingly, mass-produced goods such as fashion, sportswear or pharmaceutical products) and piracy (such as music and software business) right owners have formed such organisations in many countries. In the area of copyright, collective management organisations may also be a contact point.
In a number of cases, the right holder will decide to take legal action against the infringer. In most jurisdictions, remedies that may be available to right owners such as injunctions, damages, or provisional measures, will be handled in civil courts. Because of the costs involved in civil litigation, it may be worth considering legal insurance policies in advance, where applicable.
Civil remedies are not the only way of enforcing intellectual property rights. Most countries provide for criminal proceedings in cases of deliberate infringements or infringements done for commercial purpose or which have resulted in particular harm to the right holder.
Art. 61 of the Trade Related Aspects of Intellectual Property Rights (TRIPS) Agreement requires Member States to provide for criminal procedures and penalties in cases of willful trade mark counterfeiting and copyright piracy on a commercial scale.
Such penalties, according to the TRIPS Agreement, must include imprisonment and/or monetary fines which are sufficient to deter from infringement and, in appropriate cases, seizure, forfeiture and destruction of the infringing goods and related materials. Members are free to add criminal procedures for other infringements of IP rights, in particular if they are committed willfully and on a commercial scale.
If a right holder finds out that their rights have been infringed upon in a manner that is criminal according to the applicable national law, he may contact the police or other competent authority. The right holder should be prepared to provide the authorities with all available information on the infringement. The authorities will then decide whether to initiate action such as prosecution.
Customs authorities are a key player in the fight against piracy and counterfeiting.
The majority of infringing goods flooding the markets today are not manufactured in the country where the products are sold, and therefore must at some point make their way across borders. National provisions in line with international treaties, notably the Trade Related Aspects of Intellectual Property Rights (TRIPS) Agreement, provide the basic requirements for border measures, and equip customs authorities with the power to suspend release of infringing goods into the stream of commerce.
Right holders who have valid grounds for suspecting that they are faced with immediate or future importation of counterfeit or pirated goods are entitled to lodge an application for action with the competent customs authority. Legal provisions, which may be included in the national customs legislation concern details about transparency and due process with which such border measures must conform. Establishing international standards for customs control is not an easy task. Ongoing training of customs officials to enhance their understanding to the challenges of today’s international piracy and counterfeit trafficking certainly is essential for effective action. In addition, cooperation at the international level has become vital in this respect.
Countries have started to cooperate in various ways, on regional levels or through bilateral agreements. In addition, cooperation with industry, business associations and the private sector in general, has been identified as being tremendously important for further improving the efficiency of the customs authorities.
Finally, in carrying out their tasks in examining and identifying infringing goods, and monitoring respective results, customs authorities also contribute to a better understanding and analysis of the constantly changing nature of pirated and counterfeit goods.
Essentially, intellectual property rights are private rights. It is therefore the primary responsibility of the right holder to seek remedies in order to protect those rights. They must monitor the activities of competitors as well as developments in the marketplace, and take action to stop any infringement of rights or obtain recovery of losses.
In serious cases, however, in particular when the infringement of IP rights is intentional and for commercial purposes, many countries will consider such infringements to be criminal, and therefore also provide for action to be taken by the respective authorities.
Accordingly, effective enforcement may require the involvement of a number of persons or entities, such as attorneys, judges, customs, police, prosecutors, administrative authorities, and, in the area of copyright, collective management societies. In many countries, it may also be possible to obtain information and assistance through contacting national organisations or right holder associations concerned with fighting counterfeiting, piracy and other forms of intellectual property infringement.
Any company may be registered with or without a company name. If a reserved name is not included in the initial application, the company will be registered with its enterprise number. A name may be added at a later stage through a name amendment. A name amendment requires an approved name reservation and a special resolution to effect a change to the Memorandum of Incorporation (MOI).
In order to reserve a name, follow these steps:
To register as a customer for primary, secondary, and tertiary co-operative click here
You may also follow a step-by-step guide.
To register as a customer for conversion and maintenance of a co-operative click here
Basic Search (e-Searching)
Special Search
IP Online
In order to conduct a search, you can request a special search from CIPC, or you can conduct a cursory e-search yourself.
Request a Special Search (optional)
The purpose of a special (preliminary) search in the Trade Marks Register is to determine the existing prior rights in an identical or confusingly similar trade mark which could prevent your trade mark from being registered. A special search is not mandatory but will help you to determine if the mark you may wish to use is indeed available to you.
Means a governance document adopted by all members or prospective members of a co-operative, which sets out the objective policies and management of that particular co-operative.
The constitution of a Co-operative is the document that contains all the rules for how a Co-operative should be structured and managed. The constitution should include:
Every member has to read the constitution of the Co-operative carefully and understand all the regulations in it. Alternatively, the Board of Directors must explain all the rules of the constitution to the members and ensure that they understand them.
CIPC can provide you with a model constitution especially designed for co-operatives. You may use this model for your own co-operative or amend it to suit the requirements of your own co-operative.
Model Constitutions
When registering a co-operative, two copies of the model constitution need to be handed in together with the application form CO-OP1
The model constitution must be signed by all members and accompany the registration forms.
In order to effect changes to the board of directors, please follow these steps:
To appoint or effect changes to the auditors, follow these steps:
Note: If there is no change to the limits of the board of directors, no change to the constitution is necessary. Submit only a notice of change to the board of directors to CIPC – Form CO-OP 6 and CO-OP 2.
Lodge a request to change the number of directors on the board
Scan and e-mail completed and signed CO-OP 2 form, together with supporting documents to
Co-op2@cipc.co.za or post it to CIPC.
The following supporting documents must be included in your e-mail:
Submit form CoR40.5
E-mail to: re-instatements@cipc.co.za.
NB: All attachments must be in PDF or TIFF and application submitted as a single e-mail.
What is Reinstatement?
Reinstatement refers to the process of reviving a company or close corporation that has been deregistered due to Annual Returns non-compliance. Reinstatement is vital for companies that still need to continue operations or address legal obligations. Here’s what you need to know about when and how to apply for reinstatement, including the eligibility criteria and necessary steps.
When to Apply for Reinstatement:
Final Deregistration Status: When the company or close corporation has reached a final deregistration status (AR Final Deregistered or Deregistered).
NOTE
Deregistration Process: When the company or close corporation does not file Annual Returns for two years it will be placed under deregistration process status, this means that your company will remain suspended to conduct any form of business until you file Annual Returns and/or Beneficial Ownership declarations.
To file Annual Returns, use the following platforms:
– BizPortal: Visit www.bizportal.gov.za.
– E-Services: Go to annualreturns.cipc.co.za.
– Mobile App: CIPC mobile application.
REINSTATEMENT REQUIREMENTS
For a company to be eligible for reinstatement, it must meet the following criteria:
Note: If your company or close corporation was not operational or lacked economic value at the time of final deregistration, consider registering a new company once a new business opportunity arises. To register for a new company at the cost of R175.00 click here
NB: It is a criminal offence to submit false information to the CIPC. If detected, the CIPC may revoke the transaction and reinstatement status.
Who May Apply for Reinstatement
Steps for Reinstatement
Step 1: Check Status: Verify the status of your company or close corporation on BizPortal.
Step 2: Assessment: Determine whether the company was operational or held economic value at the time of final deregistration.
Step 3: Apply electronically. Prepare necessary documents, submit information, and pay R200 using card payment on any of the available electronic platforms:
Step 4: File Outstanding Annual Returns: After processing, ensure all outstanding annual returns and/or beneficial ownership declarations are filed.
NB: Ensure that CIPC has your correct contact details and updated company or close corporation information to ensure that you receive SMS or email notifications to file Annual Returns in the month it becomes due.
Funds may be deposited into the CIPC bank account. Customers are urged to only deposit funds that are required for the transaction. Bulk deposits are discouraged. A customer code must be used as a reference for funds to be allocated accordingly.
New e-service transaction accept card payments only
| Service | Fee |
|---|---|
| Name reservation | R50 |
| Private company with standard MOI; Non-profit company without members and with standard MOI or Co-operative |
R125 |
| Private company with customised MOI; Personal liability company; Public company; State owned company; Non-profit company without member and with customised MOI or Non-profit company without member and with customised MOI | R425 |
| External company | R400 |
| Domestication of a foreign company | R100 |
Bank details
| Bank name |
ABSA |
| Account Type: | Transmission Account |
| Account Name: | CIPC |
| Account Number: | 4055 68 1017 |
| Branch Name: | Van der Walt Street |
| Payment Reference: | CUSTOMER CODE |
For more information about name reservations click here. Any for-profit company may be registered with or without a company name. If a reserved name is not included in the initial application, the company will be registered with its enterprise number. A name may be added at a later stage through a company name change (amendment of MOI). A company name change requires an approved name reservation and a special resolution to effect a change to the Memorandum of Incorporation (MOI).
Available Platforms for name reservations:
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
Name transfer
An approved name may be transferred to another customer, provided that it has not yet been assigned to an existing entity and it is still valid. Only the owner of the customer code that was used to initially reserve the name can transfer such name to another customer.
Click here to apply for name reservation and/or to transfer the ownership of the reserved name.
Defensive name
To apply for a defensive name click here
To be able to transact with CIPC, one needs to register as a customer on the e-services website. Once registered, a virtual account is created in the customer name. Registering as a customer is a once-off process. Keep your customer code and password safe for use when transacting with us.
Click here to register as a customer.
You may also follow a step-by-step guide.
Customer and government registration
Please note that you have to be registered as a customer on our system in order to obtain the information that you require. Once processed, you will be billed for the amount and the request will be dispatched to you.
Additional application forms and information are needed when a government department wants to be registered as a customer.
Basic rule
The Companies Act, 1973 and Close Corporations Act, 1984 do not currently allow CIPC to grant free access to its databases whether or not it is to the benefit of the government.
However, in terms of CIPC protocol (common law principle that government will not charge/invoice itself), free access to the CIPC databases is given for a fixed period to a national or provincial government department including an enforcement / judicial institution such as SAPS and the National Prosecuting Authority.
Requirements for access to CIPC database
The following items are a list of requirements by CIPC to government departments that require access to the CIPC databases:
Requirements following the signing of an agreement
Query Resolution
To convert a close corporation to a short standard private company (CoR15.1A), deposit R50.00 for the name reservation and R125.00 for company registration and to convert a close corporation to a company with a customized Memorandum of Incorporation, or using CoR15.1B, deposit R50.00 for the name reservation and R425.00 for company registration click here for bank details.
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: cooperativesonline@cipc.co.za or Post
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: cooperativesonline@cipc.co.za or Post
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: cooperativesonline@cipc.co.za or Post
The following supporting documents must be included:
E-mail: cooperativesonline@cipc.co.za
The following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: cooperativesonline@cipc.co.za
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: Co-op3an4@cipc.co.za
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: cooperativesonline@cipc.co.za or Post
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail:Co-op2@cipc.co.za or Post
The position of an auditor or an audit committee member may not remain vacant for more than 40 business days, while a company secretarial vacancy must be filed within 60 business days. -. An auditor may serve a maximum of five consecutive financial years.
Steps to effect changes to auditors, audit committee members, or company secretaries:
Step 1: Register as a Customer
To view information on how to register as a customer, click here
If you are already registered as a customer and know your customer code and password, proceed to step 2.
Step 2: Apply for auditor or company secretary appointments or resignations
Print and complete form CoR44.
Scan and e-mail the completed and signed documents together with supporting information to cor44@cipc.co.za
The following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
Service turnaround time: 15 working days from date of receipt in the CoR44 Office.
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail:Co-op6@cipc.co.za or Post
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: Co-op3an4@cipc.co.za or Post
To change the financial year-end of co-operative follow the steps below:
To view information on how to register as a customer, click here. If you are already registered as a customer and know your customer code and password, proceed to step 2.
Deposit R17.50 per clause of the co-operative constitution that you would like to change, for the bank account details, click here. Use your customer code as a reference when depositing funds into the CIPC account.
Apply for a change to the co-operatives constitution:
Complete and e-mail or post the completed and signed documents together with supporting information
The following supporting documents must be included in your e-mail:
E-mail : Co-op6@cipc.co.zaor Post
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
As long as any changes to your constitution follow the Co-operatives Act and the principles of a Co-operative, you may change your constitution to suit your own requirements.
You may only change your constitution by taking a special resolution (decision), which is a decision taken by at least two-thirds of the members present at a general meeting.
To change the financial year-end of co-operative follow the steps below:
For information on how to register as a customer see below
You may also follow a step-by-step guide.
To register as a customer for conversion and maintenance of a co-operative click here
If you are already registered as a customer and know your customer code and password, proceed to step 2.
Deposit R17.50 per clause of the co-operative constitution that you would like to change, for the bank account details, click here. Use your customer code as a reference when depositing funds into the CIPC account.
Apply for a change to the co-operatives constitution:
Complete and e-mail the completed and signed documents together with supporting information
The following supporting documents must be included in your e-mail:
E-mail : Co-op6@cipc.co.za
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: Co-op6@cipc.co.za or Post
In order to change an existing registered co-operative name, a name must first be reserved. Once a name reservation has been approved, the co-operative must apply for a change to its Constitution. CIPC must also be informed of the change of name of the Co-operative.
To reserve a name, click here
For manual application and documents required the following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: Co-op6@cipc.co.za
The following supporting documents must be included:
NB: Please note that full finalisation of de-registrations is dependent on statutory advertisement process which is in excess of 3 months
E-mail: cooperativesonline@cipc.co.za
Within 15 days after the Annual General Meeting (AGM), Category B primary co-operative must submit a completed notice of appointment of an independent reviewer form (Form CO-OP4), Category C primary co-operative must submit a completed notice of appointment of an auditor form.
Secondary co-operative must submit completed notice of appointment of an auditor form (Form CO-OP4)
Tertiary co-operative must submit completed notice of appointment of an auditor form (Form CO-OP4)
National Apex co-operative must submit completed notice of appointment of an auditor form (Form CO-OP4)
Scan and e-mail the completed and signed documents together with supporting information to
To appoint or effect changes to the auditors, follow these steps:
E-mail: Co-op3an4@cipc.co.za
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: companydocs@cipc.co.za;
The following supporting documents must be included:
Where the CC has more than one member, all members should provide certified ID copies, including the person who will be lodging on behalf of others.
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: manualck2@cipc.co.za
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: manualck2@cipc.co.za
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: manualck2@cipc.co.za
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: moiamendments@cipc.co.za
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
The following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: manualck2@cipc.co.za
The registration of a prospectus is done in two phases. In phase one a draft prospectus will be registered at a cost of R2000.00. In phase two the final prospectus will be registered when it complies with relevant legislation at a cost of R5000.00. For the bank account details, click here. Use your customer code as reference when depositing money into the CIPC bank account.
The following documents must be included:
A hard copy of the prospectued must also be submitted. It can be posted or handed in at the designated drop off box situated at the Self Service Terminal at the Sancardia Mall Self Service Centre (SSC).
E-mail: prospectus@cipc.co.za.
How-to guides / Training:
2019 XBRL SA Conference – CIPC & XBRL SA Introductory Training Provided on 13 August Presentation
2019 XBRL SA Conference – CIPC & XBRL SA Technical Training on 15 August Presentation
Recorded Demonstration of XBRL Portal
Guidelines to Register as a Customer to use the XBRL Portal
Validation Service User Manual
CIPC Instruction Manual for Filing AFSs via XBRL – new eServices
CIPC Instruction Manual for Disclosure of AFS – new eServices
The following supporting documents must be included:
Complete the following forms: CO-OP1
Confirmation notice of name reservation – CoR9.4 (if applicable)
Certified identity copy of members
Power of attorney (if applicable)
Proof of payment
A sworn statement by a person who acted as the chairperson of the general
meeting:
that the meeting has passed a resolution authorising the conversion of
the company into a co-operative of the required kind and form;
that the meeting was specially convened to consider the resolution; and
that the chairperson has satisfied himself or herself that proper notice of
the meeting was given to the members of the company;
A copy of the resolution and reasons for the conversion
Proof of the company registration
Certified copies of the company’s memorandum and articles of association/Memorandum of Incorporation
Two copies of the proposed new co-op constitution
Certified copy of the company’s latest audited financial statements
A schedule containing the full names and addresses of the company, the number and class of shares held by each one of them in the company and the occupations of the members
A schedule containing the full names and addresses of the directors of the company
A schedule stating the extent of the company’s interest in other companies.
Written notice of at least three months of the proposal has been given to each known creditor who has a claim exceeding one thousand rand
It is compulsory to appoint an auditor upon registration of a co-operative unless an exemption has been obtained. In order to appoint an auditor, download and complete form CO-OP4. In order to obtain exemption from the audit requirements for an initial period of three years, download and complete form CO-OP6.
A constitution must be submitted as part of the application. Select a relevant model constitution from our website. Download the constitution and complete all the blank spaces. The last page of the constitution must be signed by all the founder members of the co-operative. Please note that you need to keep your original constitution.
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: Cooperativesonline@cipc.co.za
The following supporting documents must be included:
Complete form CoR15.2.
Certified copy of the written resolution or minutes of the meeting at which the decision to amend was taken
Certified copy of ID of signatory (active director/company secretary or representative)
Power of attorney – if representative
Certified copy of ID of applicant
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: moiamendments@cipc.co.za
The following supporting documents must be included in your e-mail:
Complete the following forms relating to incorporation:
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: COR89@cipc.co.za
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
The following supporting documents must be included in your e-mail:
complete form CoR126.1
COR126.1 Form (duly completed dated and signed).
Proof of filing fee of R500;
Customer Code (clearly indicated on the top right-hand corner of the form).
Certified copies of suitable educational qualifications.
Registration number/s that reflects the membership of relevant professional body or bodies.
Supporting documentation to substantiate the factual information in respect of the history and relevant practical experience, (provide references).
Certified valid TAX clearance certificate (individual).
A declaration/ Sworn statement in terms of Section 138 stating that the applicant:
A comprehensive résumé (CV) containing full and detailed particulars of the applicant’s history and relevant practical experience working in a distressed business environment and demonstrating relevant turnaround experience.
a. Is not subject to an order of probation in terms of section 162 (7);
b. Would not be disqualified from acting as a director of the company in terms of section 69 (8);
c. Does not have any relationship with the company requesting Business Rescue;
d. Is not related to a person who has a relationship with any of the companies.
The applicant must adhere to the concurrent application of Section 5(6) of the Companies Act 71 of 2008 as amended, in case of listed entities.
The applicant must state if he/she has ever been refused a license before, or membership of a professional body, (if so provide reasons).
Certified ID or passport copy of the applicant.
Contact details containing e-mail address and cell phone number.
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: businessrescue@cipc.co.za
File Notice of Commencement of Business Rescue Proceedings (form CoR123.1) or court order commencing business rescue proceedings:
Application may only be submitted via New E-Services by capturing the required form information and uploading the relevant supporting documents. Once submitted, the service will provide a reference number (or previously called a tracking number) and refer the information and documents, for back office review and approval. The application will only be regarded as filed, once back office have confirmed or approved the submitted information and supporting documents. It should be noted that the submission of the information via the authorised platform, does not constitute filing. Filing only occurs once back office has confirmed the information and supporting documents meets the relevant legal, process and submission requirements.
Click here for the step-by-step guide for registering as a customer via New E-Services.
Click here for step by step guide for business rescue proceedings via New E-Services.
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
File and Publish Notice of Appointment of Practitioner
Within five days after the date of board resolution and submitting the CoR123.1 with supporting documents to CIPC via the authorised platform (and receiving a confirmation letter from CIPC that the company or close corporation has been placed into business rescue), the company or close corporation must appoint a person who qualifies to be a business rescue practitioner, in good standing of the professional accredited by the Commission and has been licensed by the Commissioner as a business rescue practitioner.
Click here for the step by step guide for registering as a customer via New E-Services.
Click here for the step by step guide for licensing as business rescue practitioner via New E-Services.
Click here for the step by step guide for notice of appointment of a business rescue practitioner via New E-Services.
Click here for the CIPC service standards. Service Standards is dependent on payment for the transactions being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
File a status report with CIPC
The Practitioner must file a status report (CoR125.1) with CIPC after three months by e-mailing it to businessrescue@cipc.co.za. If business rescue proceedings are not concluded within 3 months, or within the time extension granted by court, the business rescue practitioner must file monthly report updates with the CIPC and to the court, in the case of a court-ordered business rescue process, until the proceedings are concluded.
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: businessrescue@cipc.co.za
The following supporting documents must be included in your e-mail:
Voluntarily liquidate
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: liquidations@cipc.co.za
The following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: re-instatements@cipc.co.za
The following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: cor44@cipc.co.za
The following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: Manualcor39@cipc.co.za
The following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: moiamendments@cipc.co.za
The following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: companydocs@cipc.co.za
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
Submit the required documents
The following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: companydocs@cipc.co.za
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
In order to change an existing company name, or to add a name to a company that is trading with its registration number, a name must first be reserved. Once a name reservation has been approved, the company must apply for a change to its memorandum of incorporation (MOI).
Name Reservation
For more information on name reservation click here
Note: Name reservation that is to be used for a company name change MUST be done through any of the below channels:
NB: Co-operative name reservations must only be filed or done through New e-service and not on any of the platforms mentioned hereunder.
(DO NOT RESERVE NAME VIA NEW E-SERVICES FOR COMPANY NAME CHANGE)
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
Company Name Change
A profit company must change its name by way of shareholders special resolution. For a Non-Profit company with members, it is by way of members’ special resolution. In the case of a Non-Profit company without members, a directors special resolution.
Although the function is automated and a change of name may only be submitted via an authorised electronic channel, a company must still comply with the provisions of section 16 and CIPC may request at any time for such to be provided to confirm legal compliance with the provisions of the Companies Act 73 of 2008.
Available Platforms for company name change:
Click here for step by step guide for company name change via E-Services.
Click here for the Frequently Asked Questions
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
Nb. kindly note that external companies cannot be done online, it needs to still be sent to moiamendments@cipc.co.za
The following supporting documents must be included in your e-mail:
E-mail address: namechange@cipc.co.za
Secondary, tertiary co-operative registration, or/and conversion of co-operative
The following supporting documents must be included in your e-mail:
Name reservation
It is compulsory for a co-operative to have an approved name before registration. For name reservation click here
Note the following:
Note: Name reservation for primary co-operative registration must be reserved on new e-services
The following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail address: cor44@cipc.co.za
A close Corporations may, in terms of item 2 of Schedule 2 of the Companies Act, 2008 convert into a profit company having shares, i.e. a private company, a public company, or a personal liability company.
To apply for conversion from a close corporation to company folow the steps below
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: companydocs@cipc.co.za;
CIPC must be informed if there are any changes in the principal business of the close corporation.
To change the principal business of the close corporation the following supporting documents must be included:
Where the CC has more than one member, all members should provide certified ID copies, including the person who will be lodging on behalf of others.
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: manualck2@cipc.co.za
Fee: Free
To change the address of the close corporation click here
A close corporation may only change its financial year-end once during a particular financial year. A close corporation may not choose a financial year-end that will result in the total financial year being more than 18 months. A close corporation may choose to shorten its financial year in which instance there is no minimum applicable.
Fee: R30.
Apply for Financial Year End Change electronically click here
Electronic application Apply here
Forms to complete:
Electronic application Apply here
Complete form D1 – Application and Acknowledgment
It should be lodged (in duplicate for manual filing only)
Enter the classification index (class number) in terms of the Design Classification (Locarno Classification available on the WIPO website).
In case you experience difficulties in defining the classification index, you may apply to the Registrar of Design to do so upon payment of the prescribed fee (R240.00). Please note that you have to write your CIPC customer code on form D1.
Form D2: Register of Designs Complete and lodge (in duplicate for manual filing only)
Form D3: Power of Attorney
Form D6: Definitive Statement (compulsory) and Explanatory Statement (optional except for integrated circuits layout, mask work, or series of mask works where the Explanatory Statement is compulsory) Lodge in duplicate (applicable only for manual filing). The definitive statement should be a description of the features of the design for which protection is sought (e.g. shape, pattern, ornamentation, configuration, as applicable).
Form D8: Publication Particulars Lodge in duplicate (applicable only for manual filing) The “brief statement of features” shall be a single paragraph of not more than 100 words. Essentially this is a combination of the definitive and explanatory statement (as per D6 ) Together with the documentation listed above, “Representations” in the form of drawings, or photographs need to be included. These could be 7 identical representations (only 1 representation is required for e-filing), either drawings or photographs. Each drawing should be on an A4 paper, or each photograph mounted on A4 paper.
Enclose different perspectives (as applicable) e.g. top view, side view, front view, 7 of each are required. Select one view for publication and provide 2 copies clearly indicating “for publication”. All drawings/photographs except those designated for publication should be signed. Important: Please note that multiple copies are not applicable to e-filing. Submit the design application and supporting documents by either posting the applications or dropping off the application in the drop-off box at the CIPC Self Help Terminals at Sancardia Mall, 1st floor.
A complaint relating to an alleged contravention of the Companies Act may be reported to CIPC by completing form CoR135.1 and sending it to the following e-mail address: CoR135.1complaints@cipc.co.za
Electronic patent application
Provisional Patent Application (manual)
Complete the following forms:
A Complete Patent Application must be submitted within 12 months from the date of filing the provisional patent application by the applicant or his agent, or within a further 3 months on application to the Registrar for extension of time filed before the expiration of the 12 months.
Complete Patent Application (manual)
Complete the following forms:
Patent Cooperation Treaty International Application
The PCT system provides for:
NATIONAL PATENT SEARCH
INTERNATIONAL PATENT SEARCH
Electronic application
Manual application
The authority to investigate is found in section 168 read with section 209 of the Companies Act.
The Commission has inter alia the power to:
The Commission has inter alia the power to:
As an alternative to applying for relief to a court, or filing a complaint with the Commission, a person who would be entitled to apply for relief or file a complaint in terms of this Act, may refer the matter to the Companies Tribunal, an accredited entity or any other person for resolution by mediation, conciliation or arbitration.
If the Companies Tribunal or accredited entity has resolved, or assisted parties in resolving a dispute, it may record the resolution in the form of an order, and if the parties consent to that order, submit it to a court to be confirmed as a consent order.
The application for a consent order must be heard by the court. The court may make the order as agreed and proposed in the application, make changes to the draft order before making it an order of the court; or refuse to make the order.
A confirmed consent order may include damages; and only when the confirmed consent order includes an award of damages that person can apply for an award of civil damages.
A court may order the proceedings closed to the public if confidentiality is in the interest of the parties.
| 04 September 2018 | |
| 06 April 2018 | |
| 19 July 2017 | |
|
18 May 2015 |
Please note that the Pilot Phase concluded on 15 June 2018
Information for entities on how to comply to the CIPCs iXBRL mandate on filing of AFSs:
Technical information mostly relevant only to software service providers of client-side software:
Taxonomy 2022 (Incorporates IFRS 2022 and previous versions, GRAP and Co-operatives)
Taxonomy 2021 (Incorporates 2017, 2018, 2019, 2020, 2021 IFRS updates and GRAP Standard)
Taxonomy 2020 (Incorporates 2017, 2018, 2019, 2020 IFRS updates and GRAP standard)
Taxonomy 2019 (Incorporates 2017, 2018, and 2019 IFRS updates)
Taxonomy 2016
Trade Mark application:
Patent application:
Design application:
Copyright application:
For bank account details, click here.
Use your 6-character long customer code as a reference when making a deposit.
Close corporations that are required to be audited as per the Companies Act, 2008 or regulation 28, must file a copy of the latest approved Audited Financial Statements on the date that they file their annual return with CIPC.
Close corporations that are not required to have their financial statements audited, may elect to voluntarily file their audited or reviewed statements with their annual returns. If such close corporation chooses not to file a full set of financial statements, they must file a financial accountability supplement with their annual return.
Every close corporation have to appoint an accounting officer. If a vacancy occurs, whether as a result of a removal, resignation or otherwise, a new accounting officer has to be appointed within 28 days.
Appointment of CCs as Accounting Officers
Requirements relating to appointment of close corporations as accounting officers (Practice note 1 of 2006)
Section 60 (4) of the Close Corporations Act, 1984, in its amended form, provides:–
From these provisions it is evidently clear that for a firm to be appointed as an accounting officer it must either be a common law partnership or a firm of accountants and auditors as defined in the Public Accountants’ and Auditors’ Act, 1991. A sole proprietor conducting his or her business under a business name (i.e. a name other than the name of its proprietor), therefore, cannot be appointed as a firm but will have to be appointed in his or her personal capacity
In the past this distinction was not clearly drawn and a number of appointments of firms as accounting officers were allowed where the “firm” was in fact a sole proprietor that had to be appointed in a personal capacity. These appointments will be regarded as appointment in a personal capacity of the person whose particulars appeared in the relevant letter of consent and any reference to the firm will be deemed to be a reference to the relevant person. No re-appointment will be required but such accounting officers must ensure that all future acts performed by them as accounting officers under the Close Corporations Act, 1984, or any other law must be performed in their personal capacities and not by or on behalf of a “firm”. Of particular importance in this regard is the use of the correct letterhead by accounting officers who are deemed to be or are appointed in their personal capacities – such a letterhead should reflect the personal particulars of the appointed accounting officer and not that of a firm.
In order to ensure that a firm or a close corporation qualifies for appointment as accounting officer of a close corporation, the firm or close corporation to be appointed must furnish the following additional information in its letter of consent to its appointment:–
Prospective accounting officers must, furthermore, note that the letter of consent to their appointment must be typewritten –
The Companies and Intellectual Property Commission (CIPC) is recognising the following accounting professions for purposes of appointment as accounting officers in terms of the Close Corporations Act, 1984
To appoint or effect changes to the Accounting Officer the following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: manualck2@cipc.co.za
In terms of Section 4 of the Companies Act, 2008, there is a solvency and liquidity test.
Solvency relates to the assets of the company, fairly valued, being equal or exceeding the liabilities of the company. Liquidity relates to the company being able to pay its debt as they become due in the ordinary course of business for a period of 12 months.
1. A company satisfies the solvency and liquidity test at a particular time if, considering all reasonably foreseeable financial circumstances of the company at that time
(a) the assets of the company, as fairly valued, equal or exceed the liabilities of the company, as fairly valued; and
(b) it appears that the company will be able to pay its debts as they become due in the ordinary course of business for a period of –
2. For the purposes contemplated in subsection (1)
(a) any financial information to be considered concerning the company must be based on
(i) accounting records that satisfy the requirements of section 28; and
(ii) financial statements that satisfy the requirements of section 29;
(b) subject to paragraph (c), the board or any other person applying the solvency and liquidity test to a company
(i) must consider a fair valuation of the company’s assets and liabilities, including any reasonably foreseeable contingent assets and liabilities, irrespective of whether or not arising as a result of the proposed distribution, or otherwise; and
(ii) may consider any other valuation of the company’s assets and liabilities that is reasonable in the circumstances; and
(c) unless the Memorandum of Incorporation of the company provides otherwise, when applying the test in respect of a distribution contemplated in paragraph (a) of the definition of ‘distribution’ in section 1, a person is not to include as a liability any amount that would be required, if the company were to be liquidated at the time of the distribution, to satisfy the preferential rights upon liquidation of shareholders whose preferential rights upon liquidation are superior to the preferential rights upon liquidation of those receiving the distribution.
Independent review
Regulation 29 of the Companies Act (Act 71 of 2008) deals with the `independent review of annual financial statements.
For the purpose of this Regulation:-
Independent review of the financial statements
Regulation 29 (4) states that an independent review of a company’s annual financial statements must be carried out:-
Steps to alert CIPC about a reportable irregularity
Public Interest Score
The following are considered in the calculation of a public interest score:
Non-profit companies that are required to be audited in terms of the Companies Act (Act 71 of 2008) or regulation 28 must file a copy of the latest approved Audited Financial Statements on the date that they file their annual return with CIPC.
The following non-profit companies are required to have their annual financial statements audited:
Unless the company has opted to have its annual financial statements audited or is required by its Memorandum of Incorporation (MOI) to do so, a non-profit company may be subject to independent review if:
Non-profit companies that are not required to have their financial statements audited, may elect to voluntarily file their audited or reviewed statements with their annual returns. If such companies choose not to file a full set of financial statements, they must file a financial accountability supplement with their annual return.
The Registrar may not register any amalgamation, division, conversion or transfer of a co-operative unless the Registrar is satisfied that:
if the co-operative is converted into a company, all members of the co-operative become shareholders of that company
A co-operative can be converted to a company. The conversion can be done manually.
Note: Please note that when submitting your conversion application with the Companies Division, you must reserve the name and attach the conversion approval letter.
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged
E-mail: Coopsconversions@cipc.co.za
Liquidation of a co-operative
If the assets of a co-operative exceed R1000, 00, the co-operative must follow a liquidation process. When a Co-operative is liquidated, a liquidator will distribute its remaining assets and property. The liquidator will sort out claims against the Co-operative, payments of its debts, collection of money still owed to it, payment of share capital to shareholders, and the payment of any remaining surplus to the members according to the proportion of transactions each of them did with the Co-operative. If the assets of a co-operative are less than a R 1000, then the co-operative can follow a normal deregistration process.
The following supporting documents must be included:
NB: Please note that full finalisation of de-registrations is dependent on statutory advertisement process which is in excess of 3 months
E-mail: coop10@cipc.co.za
If members of a co-operative would like to divide a co-operative into two or more co-operatives, a special resolution is needed. Pass a special resolution at a general meeting convened for approval of the division. Each of the new co-operatives will have to comply with the requirements of a co-operative. The agreement must set out the terms of the division and how the division will be done, including the following:
To divide a co-operative the following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: cooperativesonline@cipc.co.za or Post
If members of a co-operative would like to amalgamate two or more co-operatives, a special resolution is needed. Pass a special resolution at a general meeting convened for approval of agreement to amalgamate two or more co-operatives.
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: cooperativesonline@cipc.co.za or Post
Co-operatives registered under the Co-operatives Act, 1981, have registration number with the following format “K6/3/…/……. “. However, since the implementation of the new Co-operatives Act, 2005, all registrations have been done on a new computer system and all co-operatives are allocated a new registration number, which has a similar format to the registration numbers used by companies and close corporations.
Co-operatives that have the old registration number, can obtain a new registration number, by submitting a number of forms. This is required to obtain the most recent information of the co-operative.
Once the forms are captured on the computer system, the details of the co-operative will appear on the CIPC website. It will therefore be available to anyone, e.g. banks that need to confirm the registration of the co-operative.
To change the old co-operative registration number click here
Within 15 days after the Annual General Meeting (AGM), Category B primary co-operative must submit a completed notice of appointment of an independent reviewer form (Form CO-OP4), Category C primary co-operative must submit a completed notice of appointment of an auditor form.
Secondary co-operative must submit completed notice of appointment of an auditor form (Form CO-OP4)
Tertiary co-operative must submit completed notice of appointment of an auditor form (Form CO-OP4)
National Apex co-operative must submit completed notice of appointment of an auditor form (Form CO-OP4)
To appoint or effect changes to the auditors
Within 15 days after the Annual General Meeting (AGM), Category B primary co-operative must submit a completed notice of appointment of an independent reviewer form (Form CO-OP4), Category C primary co-operative must submit a completed notice of appointment of an auditor form.
Secondary co-operative must submit completed notice of appointment of an auditor form (Form CO-OP4)
Tertiary co-operative must submit completed notice of appointment of an auditor form (Form CO-OP4)
National Apex co-operative must submit completed notice of appointment of an auditor form (Form CO-OP4)
Scan and e-mail the completed and signed documents together with supporting information to
To appoint or effect changes to the auditors, follow these steps:
E-mail: Co-op3an4@cipc.co.za
As long as any changes to your constitution follow the Co-operatives Act and the principles of a Co-operative, you may change your constitution to suit your own requirements.
Changes to the constitution may include changes to the objectives and business description, membership, loans to members, financial year end, surplus and bonus payments. You may wish to change the length of time that a member may be a Director. The Co-operative Act states that Directors may not hold office for more than four years, so you would not be allowed to increase the term of office to five years, but you may reduce it to three years.
You may only change your constitution by taking a special resolution (decision), which is a decision taken by at least two thirds of the members present at a general meeting.
To apply for changes to the co-operative click here
A co-operative must within 30 days after an Annual General Meeting submit to the CIPC the full names, surnames and addresses of all Directors of the Co-operative, as well as, any Directors that have vacated their positions. This must be done annually, irrespective of changes to the Board or not.
The number of Directors must at all times be within the minimum and maximum number of Directors as specified in the Constitution of the Co-operative. If you would like to change the minimum or maximum number of directors, the constitution must be amended. Follow the steps under Changes to Directors to complete the process.
Should 50% or more of directors be expelled or a whole board of Directors be replaced with new Directors, CIPC will do a verification process which will take a minimum of 14 working days, before the changes will be made on the CIPC database.
Directors are appointed for a term of office in terms of the Constitution of the Co-operative. Should there be changes to the Board of Directors outside the term of office / during a financial year, the CIPC must be informed.
To lodge a return relating to directors the following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail:Co-op2@cipc.co.za
A Co-operative must within 30 days after an Annual General Meeting submit to the CIPC the full names, surnames, and addresses of all Directors of the Co-operative, as well as, any Directors that have vacated their positions. This must be done annually, irrespective of changes to the Board or not.
The number of Directors must at all times be within the minimum and maximum number of Directors as specified in the Constitution of the Co-operative.
Should a Director be expelled or a whole board of Directors be replaced with new Directors, this Office will do a verification process which will take a minimum of 14 working days, before the changes will be made on the CIPC database.
Directors are appointed for a term of office in terms of the Constitution of the Co-operative. Should there be changes to the Board of Directors outside the term of office / during a financial year, the CIPC must be informed.
In order to effect changes to the board of directors, please follow these steps:
To appoint or effect changes to the directors, follow these steps:
Note: If there is no change to the limits of the board of directors, no change to the constitution is necessary. Submit only a notice of change to the board of directors to CIPC – Form CO-OP 6.1 and CO-OP 2.
Lodge a request to change the number of directors on the board
Scan and e-mail completed and signed CO-OP 2 form, together with supporting documents to
A share is literally like a slice of ownership. If you buy a share in a co-operative, you will then own a part of a capital value of the co-operative and the amount that you own is determined by the size of your share and the capital value of the co-operative.
Think of buying a slice of cake: the whole cake may be on sale for R20-00, but if it is cut into 10 slices and you buy one slice for R2-00, you will probably eat it straight away.
However, if you contribute R2-00 to buying the ingredients for the cake before it is baked, then you will own a 10% share of that cake in advance. Now your share has the potential to increase in value. For instance, once the cake is baked someone might be willing to pay R30-00 for the whole cake. The value of your share would therefore increase to R3-00, so you will make a 50% profit. Of course you also face the risk that your share could lose its value. If the cake doesn’t taste good, you might not be able to sell it and then your share will be worth nothing. So, it is in your interest to get involved in baking that cake and making sure that it is delicious.
Issuing shares – how does it work?
If the capital value of a co-operative is worth R100 000, the members may decide to create 1,000 shares for sale at a value of R100 each in order to raise more money for developing the business. If you buy 10 of these shares, you will pay R1,000. You will then own 1% of the capital value of the co-operative. When the capital value of the co-operative increases, the value of your shares will increase as well. You may sell your shares back to the co-operative when you resign from the co-operative and you will be paid out the value of your shares at the time of sale.
A co-operative must give share certificates to all members who hold shares in the co-operative. It must also give certificates to members who have made loans to the Co-operative.
To increase or decrease shares the following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail:Co-op6@cipc.co.za
A co-operative must have a registered office in South Africa and this must be recorded in the constitution. The CIPC must also have a record of the co-operative’s address and contact details.
The constitution must record the place (township/suburb/city) and province where the registered office is based. If the contact details of the registered office of a co-operative are changed, the co-operative must notify the Registrar of Co-operatives within 15 days.
The official documents of the co-operative must be kept in a safe place at the registered office.
The records of a Co-operative are all the important documents that relate to the registration and working of the Co-operative.
The Co-operative must include its name in all contracts, invoices, cheques, business letters, orders, and other official documents. The name of the Co-operative must also be put up at its place of business.
A co-operative must keep the following documents at its registered office:
To apply for a change to the registered address and contact particulars of the co-operatives the following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: Co-op3an4@cipc.co.za
There are three reasons why you might have to wind up your Co-operative.
If the assets of a co-operative exceed R1000,00, the co-operative must follow a liquidation process. When a Co-operative is liquidated, its remaining assets and property will be distributed by a liquidator. The liquidator will sort out claims against the Co-operative, payments of its debts, collection of money still owed to it, payment of share capital to shareholders, and the payment of any remaining surplus to the members according to the proportion of transactions each of them did with the Co-operative. If the assets of a co-operative are less than a R 1000, then the co-operative can follow a normal deregistration process.
The members may decide to voluntarily deregister the co-operative at a general meeting. In that case, you need to pass a special resolution and 75% of the members will have to vote in favour of the special resolution tovoluntarily wind up the co-operative.
To voluntarily deregister your co-operative, follow these steps:
Print and complete form CR9.
Scan and e-mail or post the completed and signed documents together with supporting information to cooperativesonline@cipc.co.za
The following supporting documents must be included:
Please note that full finalisation of de-registrations is dependent on statutory advertisement process which is in excess of 3 months.
Service turnaround time: 15 working days from the date of receipt of an application.
Click here to lodge an inquiry.
Important: Queries relating to transactions already lodged should only be submitted once the Service Turnaround Time has lapsed.
To wind up a co-operative by court order, follow these steps:
To view information on how to register as a customer, click here. If you are already registered as a customer and know your customer code and password, proceed to step 2.
Scan and e-mail the following to cooperativesonline@cipc.co.za:
Please note that full finalisation of deregistrations is dependent on statutory advertisement process which is in excess of 3 months.
Important: Queries relating to transactions already lodged should only be submitted once the Service Turnaround Time has lapsed.
To wind up a co-operative by order of the Minister of Trade and Industry, follow these steps:
Please note that full finalisation of deregistrations is dependent on statutory advertisement process which is in excess of 3 months.
After registration, a co-operative has to convene an annual general meeting (AGM) within 18 months of registration.
After that, all further Annual General Meetings must be held within 6 months after the end of a Co-operative’s financial year as stated in the Constitution.
Category B co-operative must appoint an independent reviewer and category C co-operative must appoint an auditor and complete form CO-OP4
An audit is a financial evaluation that is done by a qualified and registered accountant to check that the financial affairs of the Co-operative are being correctly and honestly managed. The person or company that carries out the audit is called an auditor.
Follow the steps below on how to update the auditors of the co-operative
Within 15 days after the Annual General Meeting (AGM), Category B primary co-operative must submit a completed notice of appointment of an independent reviewer form (Form CO-OP4), Category C primary co-operative must submit a completed notice of appointment of an auditor form. Category B co-operative has to submit notice of appointment of an independent reviewer. (Form CO-OP4).
Secondary co-operative must submit completed notice of appointment of an auditor form (Form CO-OP4)
Tertiary co-operative must submit completed notice of appointment of an auditor form (Form CO-OP4)
National Apex co-operative must submit completed notice of appointment of an auditor form (Form CO-OP4)
Scan and e-mail the completed and signed documents together with supporting information to
To appoint or effect changes to the auditors, follow these steps:
E-mail: Co-op3an4@cipc.co.za
The Board of Directors must file their Annual Returns and will be required to upload the following: Financial Statements/Independently Reviewed Report/Directors Annual Report, fully complete Co-oP7 and Capture Co-oP8 (Statistical record); (whichever is applicable) within 15 days after approval and signature of the Annual General meeting.
Steps to file/Pay your Annual Returns
Register as a CIPC Customer
If you are already registered as a customer and know your customer code and password, you can login into New e-services portal
List of Members / Register of Members setting out:
i. the name and address of each member.
ii. the date on which each member became a member.
iii. if applicable, the date on which a person’s membership was terminated
iv. the amount of any membership fees paid, the number of membership shares owned and the number and amount of member loans.
A Register of Directors setting out:
i. the name, address, and identity number of each director, including former directors.
the date on which such directors became or ceased to be directors.
ii. the name and address of any other co-operative, company, or close corporation where both present and former directors are, or were, directors or members.
2. The co-operative must keep its accounting records
Access to information of Co-operative
NOTE: Before considering registering a Co-operative, visit your local Small Enterprise Development and Finance Agency (SEFDA) Office for the following services:
Chapter 6 of the Companies Act 2008 (Act 71 of 2008) provides for the efficient rescue and recovery of financially distressed companies, in a manner that balances the rights and interests of all relevant stakeholders. All businesses that are financially distressed and want to take a decision to start rescue proceedings can file a notice to start business rescue proceedings with the CIPC.
Business rescue can be initiated by:
The decision by a board to pass a resolution for business rescue needs to be done urgently to enable the business rescue practitioner to take control for the purposes of having a business rescue plan approved and thereafter implemented.
A business rescue practitioner will be appointed to oversee and supervise on a temporary basis the management, affairs and business of the company and to devise, prepare, develop and implement a business rescue plan. The plan will be implemented if approved by creditors and shareholders to the extent that the rights of the shareholders will be affected.
A director or a member would have a duty to consider passing a resolution for a company’s business rescue or alternatively resolve to wind up or liquidate as soon as he or she becomes knowingly aware that the company is either:
During the company’s business rescue proceedings, each director of the company:
Important: No liquidation proceedings must have commenced against the company when a decision is taken to start business rescue proceedings. Only applications that must be filed by CIPC in terms of Chapter 6 of the Companies Act, 71 of 2008 must be filed via the authorised platforms. CIPC does not read, file or store, other matters of business rescue e.g. minutes of creditor meetings, correspondence between affected parties or attorneys. Submitting such documents negatively impacts the ability of CIPC to effectively and efficiently process matters that must be submitted to it. If further documents or information is required regarding the administration of business rescue, CIPC will request such directly from the practitioner or company or close corporation.
File for business rescue
File Notice of Commencement of Business Rescue Proceedings (form CoR123.1) or court order commencing business rescue proceedings:
Application may only be submitted via New E-Services by capturing the required form information and uploading the relevant supporting documents. Once submitted, the service will provide a reference number (or previously called a tracking number) and refer the information and documents, for back office review and approval. The application will only be regarded as filed, once back office have confirmed or approved the submitted information and supporting documents. It should be noted that the submission of the information via the authorised platform, does not constitute filing. Filing only occurs once back office has confirmed the information and supporting documents meets the relevant legal, process and submission requirements.
Click here for the step-by-step guide for registering as a customer via New E-Services.
Click here for step by step guide for business rescue proceedings via New E-Services.
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
File and Publish Notice of Appointment of Practitioner
Within five days after the date of board resolution and submitting the CoR123.1 with supporting documents to CIPC via the authorised platform (and receiving a confirmation letter from CIPC that the company or close corporation has been placed into business rescue), the company or close corporation must appoint a person who qualifies to be a business rescue practitioner, in good standing of the professional accredited by the Commission and has been licensed by the Commissioner as a business rescue practitioner.
Click here for the step by step guide for registering as a customer via New E-Services.
Click here for the step by step guide for licensing as business rescue practitioner via New E-Services.
Click here for the step by step guide for notice of appointment of a business rescue practitioner via New E-Services.
Click here for the CIPC service standards. Service Standards is dependent on payment for the transactions being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
File a status report with CIPC
The Practitioner must file a status report (CoR125.1) with CIPC after three months by e-mailing it to businessrescue@cipc.co.za. If business rescue proceedings are not concluded within 3 months, or within the time extension granted by court, the business rescue practitioner must file monthly report updates with the CIPC and to the court, in the case of a court-ordered business rescue process, until the proceedings are concluded.
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: businessrescue@cipc.co.za
Liquidation implies that the business is not able to pay its debts.
Liquidation further implies that the business will cease to operate (generally as a result of financial problems).
The liquidation may come about:
Solvent company
A solvent company or close corporation may be wounded up voluntarily by members or by a creditor by the adoption of a Special resolution by the company or close corporation. The resolution must be filed with the CIPC by filing the CoR40.1 with supporting documents.
Before the resolution is adopted by the company or close corporation, the company or close corporation must set security with the Master of the High Court for the payment of the company’s debts within no more than 12 months after the start of the winding-up of the company or close corporation or obtain consent of the Master to dispense with security.
A company or close corporation remains a juristic person and retains all of its powers as such while it is being winded up voluntarily. From the beginning of the company close corporation’s winding-up, it must stop carrying on its business except for those activities required for the benefit of the winding up process. Also all the powers of the company’s directors or close corporation’s members cease, except to the extent specifically authorised,
A company or close corporation is dissolved as of the date its name is removed from the companies’ or close corporation register. The removal of a company or close corporation’s name does not affect the liability of any former director or shareholder (for close corporation its members) or any other person in respect of any act or omission that took place before the close corporation was removed from the register.
At any time after a company or close corporation has been dissolved, the liquidator or other person with an interest may apply to a court for an order declaring the dissolution to have been void, or any other order that is just and equitable in the circumstances and if the court declares the dissolution to have been void, any proceedings may be taken against the company or close corporation as might have been taken if the company close corporation had not been dissolved.
Legal personality is only terminated once the entity is “dissolved”.
The following supporting documents must be included in your e-mail:
Voluntarily liquidate
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: liquidations@cipc.co.za
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
Deregistering/Closing a Company
A company or close corporation (CC) may be deregistered when it has stopped operating and has no assets, or when the remaining assets are insufficient to pursue liquidation. The company, CC or an authorised third party may submit a deregistration request.
The CIPC may automatically initiate deregistration when two or more successive annual returns are outstanding. The system will then refer the entity for deregistration and issue notifications via registered mail or electronic channels using the contact details on record.
Important: Companies and CCs are responsible for ensuring their contact details with the CIPC are accurate and up to date. The Commission cannot be held liable if notifications are not received due to outdated information.
Deregistration Requirements
A company or CC may apply for voluntary deregistration only if:
Voluntary deregistration applications can be submitted through any of the following online platforms:
Note: Before applying, the company or CC must ensure that all affairs are properly finalised.
Voluntary Deregistration Process (Two Steps)
Step 1: Application Submission
Once the application is successfully submitted, the entity’s status will change to Deregistration Process.
Step 2: Notification and Objection Period
The CIPC will issue notifications to all active directors, members, and relevant stakeholders to allow time for objections.
Final deregistration will proceed only if no valid objection is received within the prescribed period.
Before You Apply
The applicant must confirm that:
Objecting to a Voluntary Deregistration
An objection may be submitted at any time before final deregistration through any of the CIPC online platforms.
The objector must provide:
Note: All objections are reviewed by the CIPC back office. An objection does not automatically cancel the deregistration.
If a dispute arises, it must be referred to the appropriate forum, such as the Companies Tribunal or any legally recognised dispute-resolution body.
Where to Submit Deregistration or Objection Applications
Applications for voluntary deregistration or objections can be submitted via:
NB: It is a criminal offence to submit false information to the CIPC. If detected, the Commission may revoke the transaction and reinstatement status.
Any natural or legal person can file a design application. The application must specify the person(s) entitled to be the owner(s) of the design registration. The person(s) entitled to be the owner of the design can be:
Where two or more people own interests in a design, they must apply jointly. The owner may be an individual, a company, a trust, an association or a partnership.
Although it is not compulsory to conduct a search to check the originality of the design or that the same or similar design is not registered – it is advisable to do so, before filing for registration. A search can be conducted at the Design Registry Office in Pretoria. It could be done personally or by a patent attorney.
The SA Designs Register and Cardex Catalogue are available currently only on paper form at our Paper Disclosure Unit situated in 202 Essellen, Sunnyside, Pretoria, 2nd Floor.
Essentially a “Design” is about shape and features that appeal to the eye.
Some designs are necessitated by function and others are aesthetic. Design is about the shape, form, pattern, ornamentation and configuration of a product or article for e.g. the design of a ring (Jewellery) is generally dictated by aesthetic features.
There are 2 types of designs which can be registered:
The process for applying for registration of your design involves a number of steps.
You need to make sure you understand and complete each step so that your application can be processed quickly and easily.
Protection is afforded to aesthetic designs for one period of 15 years, and to functional designs for one period 10 years.
Registered designs have to be renewed annually before the expiration of the third year, as from the date of lodgment.
This is a journal published by CIPC on a monthly basis, and it contains information on patents, trade marks, designs and copyright in cinematographic films that exist in South Africa. This Patent Journal is accessible upon registration through a link on the home page of the CIPC website or directly at www.zaip.org/e-journal
The Patents Office migrated from a paper publication of the Patent Journal produced by the Government Printing Works (GPW) to an electronically generated Patent Journal.
CIPC customers are invited to subscribe free of charge for the Electronic Patent Journal generated by CIPC by sending an email with contact details to Patentjournalqueries@cipc.co.za.The subscribers will be provided with a website link where they will be able to access the Electronic Patent Journal once it is published by CIPC.
The publication date of the Patent Journal is the last Wednesday of every month. All notices of acceptance and other documents for advertisement in the Patent Journal must be submitted to CIPC, and not to the Government Printing Works (GPW) any more.
Please note that the cut-off date for submission of notices of acceptance will be the last Wednesday of the month prior to the month in which the advertisement will be published.
For example, the notices of acceptance for advertisement in the June 2011 Patent Journal must be submitted to CIPC from 30 April 2011 to 27 May 2011, both dates inclusive.
The notices of acceptance for advertisement in the Patent Journal must be submitted to CIPC in one of the following manners:
All enquiries should be directed to: Mr Bernard Ngoepe at Tel: (012) 394 5066 or Ms Bontle Phoko at Tel: (012) 394 5053 or email to patentjournal@cipc.co.za.
Each patent document has a unique identifying number and includes a detailed description of an invention, usually with drawings, and information about the inventor and applicant. Before applying for patent protection, you must make sure that what you have created is indeed an invention and does not fall in categories that are excluded from patent protection.
A Patent search is conducted to ensure that no existing patents are being infringed and that the invention is new/novel (S25 of Patent Act).
Please note that the requirement for novelty means that the invention must be new at the priority date of the invention anywhere in the world – not known through written or oral public disclosure or through use. Therefore a search for novelty must include the patents granted or any other related publications abroad on national and international level (such as European Patent Office, Patent Co-operation Treaty (PCT) published applications).
In order to perform patent search in the worldwide patent databases, go to www.wipo.int to browse the PCT applications and the National Patent Collections. These could include offices that have the biggest number of patent applications such as United States Patent Office, Japanese Patent Office, Australian Patent Office, Canadian Patent Office, Korean Patent Office etc. The above mentioned countries Intellectual Property offices websites are available on the WIPO website.
A Patent search can be undertaken by the applicant/inventor or by the patent attorney.
Performing a search prior to applying is vital as it helps you to:
At present our patent data base is available on WIPO website on PatentScope under National Patent Collections and on the CIPC website under “Public Patent Search” click here. Please bear in mind that this database is not yet complete, as not all patent documents are included. For the missing information, use the Paper Based Patent Disclosure Office in 202 Esselen str, Second Floor.
To apply for a change of external representative on external companies, the following documents must be submitted:
The application documents must be e-mailed to cor21.2@cipc.co.za.
A Public company by its nature is allowed to offer its shares/securities to the public for sale.
A Public company before it can offer its shares/securities to the public must register a prospectus which complies with the Companies Act, by getting approval for that prospectus with the relevant exchange for example the Johannesburg Securities Exchange(JSE) if it intends listing, or by the filing of that prospectus with the CIPC. The intention of a prospectus is to provide a potential investor with adequate information to empower the investor to make an informed investment decision.
A prospectus is a document drafted by the company which sets out the details of the investment offering of shares/securities for sale to the public.
It is important to note that the registration of a prospectus by the Companies and Intellectual Property Commission does not indicate any support or qualify the potential investment as a good investment opportunity. Registration merely indicates the compliance of the prospectus to the minimum requirements set out in the Companies Act 71 of 2008 and Regulations as amended.
A prospectus contains factual information of the company that a prospective investor or subscriber of shares/securities in the company will need to make an informed investment decision, for example, but not limited to:-
1.Assets and liabilities
2.Financial position
3.Profits and losses
4.Cash flow
5.Prospects of the company in which a right or interest is to be acquired
6.The shares/securities being offered and the rights attached to them. (The securities include but is not limited to depository receipt in public companies, notes, derivative instruments, bonds, debentures, participatory interests in collective investment schemes and instruments based on an index.)
(See section 100 of the Act)
The prospectus is deemed to be registered by the Commission after it was vetted by the Prospectus Vetting Committee and a Certificate to that effect was issued. The Certificate will be issued for a specific period.
The registration of a prospectus is done in two phases. In phase one a draft prospectus will be registered at a cost of R2000.00. In phase two the final prospectus will be registered when it complies with relevant legislation at a cost of R5000.00. For the bank account details, click here. Use your customer code as reference when depositing money into the CIPC bank account.
The following documents must be included:
A hard copy of the prospectued must also be submitted. It can be posted or handed in at the designated drop off box situated at the Self Service Terminal at the Sancardia Mall Self Service Centre (SSC).
E-mail: prospectus@cipc.co.za.
Public companies are required to hold annual general meetings (AGMs). The first such meeting must take place within 18 months of the incorporation of the company and thereafter the meetings must be held no more than 15 months after the previous meeting (or another period as determined upon application by the Companies Tribunal).
Annual General meetings must be held to provide at minimum for the following:
The presentation of the directors and audit committee reports
The company must deliver a notice of the meeting to each shareholder at least 15 business days prior to the meeting. All shareholder meetings of public companies may be held in South Africa or in another country, but must be accessible for electronic participation by all shareholders, irrespective of the location of the meeting.
A public or state-owned company must have an audit committee consisting of at least three members, unless it is a subsidiary of another company with an audit committee that will perform the functions of the audit committee of the subsidiary. The audit committee members must be appointed upon incorporation by the incorporators or within 40 business days after incorporation by the board of directors. Thereafter, the audit committee must be elected at each annual general meeting.
Audit committee members must be directors of the company, meeting the requirements set out in regulations published by the Minister. The audit committee members must be non-executive and independent. Audit committee vacancies must be filled within 40 business days.
The audit committee of a company is responsible for the following:
All public and state-owned companies must file a copy of the latest approved Audited Financial Statements on the date that the annual returns are filed with the CIPC. Financial statements must comply with the published Financial Reporting Standards.
For filing audited financial statements via XBRL please click here for information and instruction.
It is mandatory for a public and a state-owned company to appoint an auditor and a company secretary. A public company must appoint its auditors and its company secretary upon incorporation or within 40 business days of incorporation.
The company secretary may be appointed by the incorporators upon incorporation or subsequently by the directors of the company or through an ordinary resolution of the shareholders. The appointed company secretary must be a permanent resident in South Africa. The company secretary does not have to be a natural person, but could also be a juristic person or a partnership, provided that the entities meet the requirements of the Companies Act, 2008.
Only registered auditors may be appointed. In addition, the appointed auditor may not be a
Auditors must be appointed upon incorporated by the incorporators or subsequently by the directors of the company within stipulated timeframes. The first auditors of a company hold office until the first Annual General Meeting (AGM), and are re-appointed on an annual basis at every AGM.
In terms of section 92 of the Companies Act, 2008, the same individual may not serve as the auditor or designated auditor of a company for more than 5 consecutive financial years. If an individual has served as the auditor or designated auditor of a company for 2 or more consecutive financial years, and then ceases to be the auditor or designated auditor, the individual may not be appointed again as the auditor or designated auditor of that company until after the expiry of at least two further financial years.
If a company has appointed 2 or more persons as joint auditors, the company must manage the rotation in such a manner that all of the joint auditors do not relinquish office in the same year.
Rotation of auditors
In terms of section 92 of the Companies Act, 2008, the same individual may not serve as the auditor or designated auditor of a company for more than 5 consecutive financial years.
If an individual has served as the auditor or designated auditor of a company for 2 or more consecutive financial years, and then ceases to be the auditor or designated auditor, the individual may not be appointed again as the auditor or designated auditor of that company until after the expiry of at least two further financial years.
If a company has appointed 2 or more persons as joint auditors, the company must manage the rotation required by this section in such a manner that all of the joint auditors do not relinquish office in the same year.
Two or more profit companies (including holding and subsidiary companies) may merge if upon implementation of the merger, each of the companies satisfies the solvency and liquidity test.
To be able to merge, two or more profit companies (including holding and subsidiary companies) must enter into a written agreement setting out, in particular, the following : (a)-(h)
(a) The proposed MOI of the new company to be formed by the merger.
NOTE: Where two or more companies merge one of two things can happen.
Amalgamation or Merger may only be registered manually.
To apply the following supporting documents must be included in your e-mail:
Complete the following forms relating to incorporation:
The following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: COR89@cipc.co.za
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
A company can be converted to a co-operative (Section 66 and 64 of the Co-operative Act (Act 14 of 2005).
To convert Submit documents the following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents, a green bar-coded/ smart ID copy must be lodged.
E-mail: Coopsconversions@cipc.co.za
The conversion from one type of company to another constitutes an amendment of the companies Memorandum of Incorporation (MOI). The MOI of the converted company must comply with the requirements of the Companies Act, 2008 for that A company can convert to any other type of profit company (private, public, state-owned or personal liability). A non-profit company cannot convert to a profit company. If a personal liability company wants to convert to any type of profit company, it must provide notice to its professional body or regulator 10 business days before applying to amend the MOI.
After conversion, the company must amend its suffix for the specific type of company.
NB: A non-profit company cannot convert to a profit company.
Register as a Customer
To view information on how to register as a customer, click here. If you are already registered as a customer, and know your customer code and password, proceed to step 2.
Deposit funds
Deposit R250 into the CIPC bank account. For the bank account details, click here.
To convert the following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: moiamendments@cipc.co.za
Click here for the CIPC service standards. Service Standard is dependent on payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
A person may be appointed as a business rescue practitioner of a company only if that person is a member in good standing of a legal, accounting or business management profession.
A conditional license as a business rescue practitioner will only be issued to a person who has been nominated by a company that is financially distressed.
The following supporting documents must be included in your e-mail:
Register as a Customer
To view information on how to register as a customer, click here. If you are already registered as a customer and know your customer code and password, proceed to step 2.
Deposit funds
Deposit R500 into the CIPC bank account. For the bank account details, click here. Use your customer code as a reference when depositing money into the CIPC bank account.
Apply for a license as a business rescue practitioner
Print and complete form CoR126.1
Scan and e-mail the completed and signed documents together with supporting information to CoR126.1@cipc.co.za
To apply for a license as a business rescue practitioner, the following supporting documents must be included in your e-mail:
complete form CoR126.1
COR126.1 Form (duly completed dated and signed).
Proof of filing fee of R500;
Customer Code (clearly indicated on the top right-hand corner of the form).
Certified copies of suitable educational qualifications.
Registration number/s that reflects the membership of relevant professional body or bodies.
Supporting documentation to substantiate the factual information in respect of the history and relevant practical experience, (provide references).
Certified valid TAX clearance certificate (individual).
A declaration/ Sworn statement in terms of Section 138 stating that the applicant:
A comprehensive résumé (CV) containing full and detailed particulars of the applicant’s history and relevant practical experience working in a distressed business environment and demonstrating relevant turnaround experience.
a. Is not subject to an order of probation in terms of section 162 (7);
b. Would not be disqualified from acting as a director of the company in terms of section 69 (8);
c. Does not have any relationship with the company requesting Business Rescue;
d. Is not related to a person who has a relationship with any of the companies.
The applicant must adhere to the concurrent application of Section 5(6) of the Companies Act 71 of 2008 as amended, in case of listed entities.
The applicant must state if he/she has ever been refused a license before, or membership of a professional body, (if so provide reasons).
Certified ID or passport copy of the applicant.
Contact details containing e-mail address and cell phone number.
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: businessrescue@cipc.co.za
E-Services: Electronic Application for Appointment and Resignation of Auditors
The office of an auditor may not remain vacant for more than 40 business days, while a company secretarial vacancy must be filed within 60 business days. An auditor may serve a maximum of five consecutive financial years.
To appoint click here
For manual application the following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: cor44@cipc.co.za
The memorandum of incorporation (MOI) determines the minimum number of directors and alternate directors, which, in the case of a private company, may not be less than one director. A customised MOI will also set out the eligibility requirements for a director as well as the director’s term of office. In the case of a standard MOI, the term of office is indefinite, and there is no restriction on the number of directors. New directors may be elected by the Board of Directors when there is a vacancy or the company wishes to add directors. Vacancies on the board arise if a director:
Removal of a director
A director of the company may be removed by the Ordinary Resolution by Shareholders, or by the Board of Directors, or by the Companies Tribunal if the board has fewer than three directors, as per the requirements of Section 71.
Removal by Shareholder Resolution
Removal by the board of directors
Removal by Companies Tribunal
In the event that the board has fewer than 3 directors, the board may not remove the director as contemplated above; however, any party may approach the Companies Tribunal. The website address for the Companies Tribunal for more information is www.companiestribunal.org.za
Appointment and Resignations of the director
Deceased Director
When a director of a company passes away, it’s crucial to ensure all necessary documentation is in place to facilitate a smooth transition and uphold corporate governance standards.
Below are the required documents to address the circumstances of a deceased director:
The following essential documents must be supplied in the event of a deceased sole shareholder and sole director:
1. Letter of Executorship: Issued by the Master of the High Court, this document appoints the executor who will handle the deceased’s estate affairs. It is crucial for validating the executor’s authority to act on behalf of the estate.
2. Certified Share Certificate: This document confirms the deceased individual’s shareholding in the company and must be certified. Please make sure the documents were certified within the past three months
Signed Resolution from Executor(s): A signed resolution is required from the Executor confirming the actions taken regarding the deceased’s shares and directorial position.
Note: Providing these documents will ensure that the company can continue to operate effectively and in compliance with legal obligations.
Term Expired
To ensure accurate and valid updates regarding director term expiration, please be informed of the following requirements:
Signed Resolution: It is imperative that a Signed Resolution specifically confirms the changes related to the director’s term expiration. Generic resolutions are not acceptable; the document must clearly outline the specific alterations regarding the director’s tenure.
Mandate or Power of Attorney: Any third party who is not part of the company and submitting on behalf of the company must attach the mandate or power of attorney authorising him/her to file on behalf of the company.
Extract/ clause from the MOI or Contract: A certified extract from the Memorandum of Incorporation (MOI) or the relevant contract must be provided to verify the details of the director’s term expiration. This extract should clearly indicate the outlined terms and conditions under which the director’s term concludes. (Please make sure the documents were certified within the past three months.)
Retired
In the event that the director retires, the following supporting documents must be submitted:
The signed resolution must reflect the statement regarding retirement, including the effective date.
The certified extract of the MOI providing how the retirement of directors is done by the company must be submitted.
Click here for Director Amendments
Click here for the CIPC service standards. Service Standard is dependent on the payment for the transaction being made.
Click here to log an enquiry (only after the indicated service standard has lapsed).
Click here for step-by-step guides for Director Amendments
Other changes to the company’s MOI may relate to one of the following:
A special resolution is required to amend the company’s MOI if the amendment is proposed by the board of directors or shareholders entitles to exercise at least 10% of the voting rights that may be exercised on such resolution and it is adopted at a shareholder’s meeting.
If a court order requires the amendment of the company’s MOI, it must be effected by a resolution of the company’s Board of Directors only (and not a special resolution).
The notice to amend the MOI (CoR15.2) must be filed within 10 business days after the amendment has been affected by the company.
To apply for any of the following changes listed below
The following supporting documents must be included in your e-mail:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: moiamendments@cipc.co.za
Note: If the amendment to a company’s MOI has substituted an MOI, or has altered the existing MOI by changing the type of the company, the company must include a copy of the amendment with the Notice of Amendment – complete CoR15.1A, B, C, D, E or own MOI.
Click here for the CIPC service delivery standards
Shares are the units into which the ownership interest in a profit company is divided. The share capital of a company is made up of the funds contributed by shareholders to the company in exchange for their shares in the company.
The new Companies Act, 2008 has changed the basis on which companies are capitalised. Shares issued in terms of the 2008 Act have no nominal or par value. The board must determine the price or other adequate considerations at which shares may be issued at the time of issuing the shares. In terms of the Companies Act, 1973 companies (also called pre-existing companies) were authorised to have no par value shares. Companies that do have no par value shares, after the implementation of the Companies Act, 2008 on 1 May 2011 –
Companies with par value shares may convert its par value shares to no par value shares where after such may be increased or subdivided.
It should also be noted that only changes to authorised shares (shares that the company is authorised to issue) must be submitted to the CIPC. The Companies Act, 2008 does not require a company to submit information relating to the issuing of shares to the CIPC and therefore CIPC does not hold such information. It is the duty of the company itself to establish and maintain a securities register (or share register). For more information on the legal requirements on the establishment and maintenance of a securities register refer to section 50 of the Companies Act.
Any changes to shares, even increases or decreases of par value shares for all companies, requires the filing of a CoR15.2 since such authorised share information forms part of the company’s memorandum of incorporation.
Steps to increase or decrease share capital
1. Confirm that correct authorised shares reflect
Login to e-services, select Authorised Share Changes, type in the company registration number, and view the displayed authorised share information.
If the displayed share information does not correspond to the records of the company, a ticket must be logged in order for the historical authorised share information to be reviewed and corrected, Click here to log an enquiry.
2. File change to authorised shares
To view the step by step guide on how to file changes to authorised shares, click here.
The following actions are allowed –
The processing changes of authorised shares is immediate and no further documents needs to be submitted to the CIPC to finalise the transaction. However all documents related to the change must be kept for future use. Also note that effective date is the date when the transaction is finalised/registered.
Online payment of prescribed fee
Filing changes to authorised shares has a prescribed fee of R250.00. An online payment option via debit / credit card is available as part of the filing process.
The office of a company is very important, as it is the address at which any legal documents will be served on the company. Companies are required by law to ensure that this information is up to date, and maybe liable for a fine or prosecution if it is found that the information is not up to date. The Companies Act requires all companies to keep records of their minutes, resolutions and decisions, as well as the financial statements and share register at a location that has been declared. A notice of the location of the company records must be filed with the CIPC only if the company records are not kept at its registered office or address.
To apply for a change to the location of company records, follow these steps:
Print and complete the CoR22.
Scan and e-mail the completed and signed documents together with supporting information to companychanges@cipc.co.za
The following supporting documents must be included in your e-mail:
Click here for the CIPC service delivery standards
Click here to lodge an enquiry.
The registered address of a company is very important, as it is the address at which any legal documents will be served on the company. Companies are required by law to ensure that this information is up to date, and maybe liable for a fine or prosecution if it is found that the information is not up to date. The Companies Act requires all companies to keep records of their minutes, resolutions and decisions, as well as the financial statements and share register at a location that has been declared. A notice of the location of the company records must be filed with the CIPC only if the company records are not kept at its registered office or address.
To apply for a change to the registered address of the company, follow these steps:
To apply for a change to the registered address of the company click here
Click here to lodge an enquiry.
Apply for Financial Year End Change electronically:
Click here to lodge an enquiry.
In order to change an existing close corporation name, a name must first be reserved. Once a name reservation has been approved, the close corporation must apply for an amended Founding Statement. Please note that any changes to the Founding statement must be accompanied by a resolution by the members authorising the name change.
To apply for a name change the following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: manualck2@cipc.co.za
A company is obliged to notify CIPC whenever there are changes to the following:
It is not mandatory for a private, personal liability or Non profit company to appoint an auditor, unless the company is required to produce audited financial statements. If a private, personal liability or non-profit company elects to appoint an auditor, or is required to do so, and they are not appointed at incorporation, they must be appointed by the directors or by an ordinary resolution of the shareholders within 40 business days of the incorporation of the company.
An auditor may be re-appointed annually and may serve a maximum of five consecutive financial years. If an individual has served as the auditor or designated auditor of a company for 2 or more consecutive financial years, and then ceases to be the auditor or designated auditor, the individual may not be appointed again as the auditor or designated auditor of that company until after the expiry of at least two further financial years. If a company has appointed 2 or more persons as joint auditors, the company must manage the rotation in such a manner that all of the joint auditors do not relinquish office in the same year.
To view steps on how to appoint, resign or remove auditors, click here.
Rotation of auditors
In terms of section 92 of the Companies Act, 2008, the same individual may not serve as the auditor or designated auditor of a company for more than 5 consecutive financial years.
If an individual has served as the auditor or designated auditor of a company for 2 or more consecutive financial years, and then ceases to be the auditor or designated auditor, the individual may not be appointed again as the auditor or designated auditor of that company until after the expiry of at least two further financial years.
If a company has appointed 2 or more persons as joint auditors, the company must manage the rotation required by this section in such a manner that all of the joint auditors do not relinquish office in the same year.
Private or personal liability companies with a Public Interest Score (PIS) above 500 in any two of the preceding five (5) years are required to have a Social and Ethics Committee. Companies may apply for exemption from having a Social and Ethics Committee to the Companies Tribunal. Subsidiaries of companies that have a Social and Ethics Committee are not required to have a committee.
The Companies Act (Act 71 of 2008) states that a company must not carry on its business recklessly, with gross negligence, with intent to defraud or trade under insolvent circumstances (Section 22). If a company trades in such circumstances, the Commission may require the company to cease carrying on business.
Although “trading under insolvent circumstances” is not defined in the Act, it is accepted to mean that a company does not meet the “solvency and liquidity test” criteria. There are many trading companies which are liquid, meaning they can pay their debts as they become due, but not necessarily solvent as defined in the solvency and liquidity test.
In terms of the “solvency and liquidity test”, solvency relates to the assets of the company, fairly valued, being equal or exceeding the liabilities of the company. Liquidity relates to the company being able to pay its debt as they become due in the ordinary course of business for a period of 12 months.
The solvency and liquidity test applies to the following:
Private or personal liability companies that are required to be audited by the Companies Act, 2008 or regulation 28, must file a copy of the latest approved Audited Financial Statements on the date that they file their annual return.
The following private companies are required to have their annual financial statements audited:
Unless the company has opted to have its annual financial statements audited or is required by its Memorandum of Incorporation (MOI) to do so, a private or personal liability company that is not managed by its owners may be subject to independent review if:
Private or personal liability companies that are not required to have their financial statements audited, may elect to voluntarily file their audited or reviewed statements with their annual returns. If such companies choose not to file a full set of financial statements, they must file a financial accountability supplement with their annual return.
How to file your annual financial statements
The Companies Act requires all companies to maintain their company records. A company must at all times have a copy of its Memorandum of Incorporation (MOI) and any amendments or alterations to it, as well as any rules that apply to the company in terms of its MOI. The company is also required to keep a register of its shares and its company secretary and auditor, to the extent that the company is required to make such appointments. In addition, the company is required to keep the following records for a period of seven (7) years:
Any person who holds shares or a beneficial interest in the company is entitled to view and obtain copies of such documents. Any other person may inspect such records at a cost.
The Companies Act (Act 71 of 2008) requires all companies to keep accurate and complete accounting records, which must be kept and be accessible at the company’s registered office.
Changes to the Founding Statement of a close corporation may include:
The CK2 form is made up of parts A, B and C.
To apply for changes to the membership details of a close corporation electronically, click here
To apply for changes manually, the following supporting documents must be included:
NB: Lodgement of a passport copy is only accepted as proof of identity for non-residents of South Africa. For South African residents a green bar-coded/ smart ID copy must be lodged.
E-mail: manualck2@cipc.co.za
Appointing a trust as a member of a CC
A trust may be appointed as a member of a CC provided that no juristic person will directly or indirectly be a beneficiary of that trust and that the number of natural persons entitled to receive any benefit from the trust, when added to the number of members of the corporation, may not exceed 10.
A manual CK2 must be lodged whenever a trust is appointed as member of the CC or a change occurs in respect to the particulars of the trustees, the representative of the trustees or the beneficiaries. The following documents will be required to be lodged with the CK2:
1. A certified copy of the Letter of Authority issued to the trustee(s) of the trust by the Master of the High Court;
2. In the case of multiple trustees, an originally signed special power of attorney by each of the trustees appointing one of them as the representative of the trustees for purposes of holding and dealing with the member’s interest in the close corporation concerned;
3. A letter by the trustee, or in the case of multiple trustees, the representative trustee referred to in paragraph (2) above, in which he or she furnishes –
4. A certified copy of the section/s in the trust deed defining and/or identifying the beneficiaries of the trust, whether capital, income or other type of beneficiaries.
5. If the trustee is a juristic person, a letter on the letterhead of the juristic person, nominating a natural person as its representative.
When the trust resigns as a member of the CC, a resolution signed by all the trustees to confirm that the trust is resigning as member of the CC must be submitted. If there is only one trustee, a letter from the beneficiaries will be required.
For the representative trustee to be changed, please indicate the name and number of the trust and the name and ID number of the previous representative trustee on page 3 for “persons who cease to be members”. The details of the trust and the new representative trustee must be completed on page 2 of the CK2.
Please submit as supporting documents:
Deceased representative and the trust remains a member
The details of the new representative trustee and the trust are completed on page 2. The name and ID number of the deceased representative and the name and number of the trust must be completed on page 3 for persons who cease to be members and the new representative also signs on page 3. The supporting documents will be:
Deceased representative, trust resigns a member
The name and ID number of the deceased representative and the name and number of the trust must be completed on page 3 and the new representative signs on page 3 for the trust that ceases to be a member. The supporting documents will be:
E-mail the completed, signed and certified documents together with supporting documents to manualck2@cipc.co.za for processing.
Director amendment
The memorandum of incorporation (MOI) determines the minimum number of directors and alternate directors, which, in the case of a private company may not be less than one director. A customised MOI will also set out the eligibility requirements for a director as well as the director’s term of office. In the case of a standard MOI, the term of office is indefinite and there is no restriction on the number of directors. New directors may be elected by the board of directors when there is a vacancy or the company wishes to add directors. A vacancy on the Board arises if a director:
A director may be removed by:
A director may be appointed by a board of directors, unless the memorandum of incorporation requires a shareholder approval.
All companies (including external companies) and close corporations are required by law to file their annual returns within a certain period of time every year. CIPC will remind companies and close corporations annually to file their annual returns provided that CIPC has the correct electronic contact information of directors and members.
An annual return is a statutory return in terms of the Companies and Close Corporations Acts. Failure to file annual returns results in the CIPC assuming that the company and/or close corporation is not doing business or is not intending doing business in the near future. Non-compliance with annual returns, beneficial ownership declaration and AFS/FAS will lead to deregistration, which has the effect that the juristic personality is withdrawn, and the company or close corporation ceases to exist. Active directors of companies and active members of close corporations may still be held liable for actions taken during their tenure and while the company or close corporation was in business.
When filing the annual return, the company or close corporation MUST also file its latest Beneficial Ownership declaration as well as its Audited Financial Statements (AFS) or Financial Accountability Supplement (FAS).
The constitution of a co-operative is the document which contains all the rules for how the co-operative should be structured and managed. The constitution should include:
Every member has to read the constitution of the Co-operative carefully and understand all the regulations in it. Alternatively, the Board of Directors must explain all the rules of the constitution to the members and ensure that they understand them.
The constitution of the co-operative must be signed by all members and must be submitted with the application.
Model constitutions for co-operatives:
The founding members must elect the board of directors. The board of directors will elect the Chairperson, Secretary and Treasurer.
Section 3: A co-operative must comply with co-operatives principles. E.G VOTING RIGHTS (ONE MEMBER ONE VOTE PRINCIPLE)
Category A and B primary co-ops, each member has only one vote
Also discuss and agree on the following:
Customers can apply for a B-BBEE certificate on the eservices website anytime or at the CIPC Self Service Terminals when registering a business, or when filing annual returns.
For a business with a turnover of less than R10 million, a B-BBEE certificate is not required. Customers can complete an Affidavit, signed by an Commissioner of Oaths, and hand it instead of the B-BBEE certificate. Once the Affidavit has been stamped by a Commissioner of Oaths, the Affidavit serves as a B-BBEE certificate as no other verification is required for Exempted Micro Enterprises.
To register a Primary, Secondary, and Tertiary Co-operative click here.
An application to register a co-operative must be made by-
Operational means a Co-operative that has held its annual general meeting and has submitted its annual report audited report or independent reviewed report as applicable to the registrar in its last financial year.
Note: Primary, Secondary, and Tertiary Co-operative registration accept card payment method only.
Forms needed
Compulsory forms for all manually registered companies, except foreign companies
Additional forms for Non-Profit Company (NPC)
Compulsory forms for foreign company
Compulsory forms for domestication of foreign company
Additional compulsory forms for public company and state-owned company
Additional compulsory forms for personal liability company
Optional forms for all manually registered companies
