It really doesn’t matter if your target is to have a large company or a small business; the South African law makes it very important to register with the Companies and Intellectual Property Commission (CIPC) to make the business legal and get government assistance when available. More so, you will have many other rights if you register a company in South Africa with CIPC, including having the reserved right as an official entity to trade under the name of your registered business.
Even though many, most especially individuals interested in running small businesses, prefer to run their businesses without any form of registration because of the complexities involved in getting a company or business registered, the process is actually a simple one for anyone to follow.
You Can Either Register A Company or Co-operative
CIPC groups all companies that you may need to register into two major classes, either as a company or a co-operative. At the same time, there are various other categories under a company registration, and the co-operative stands all on its own. More so, all the registration processes are different.
Under the company registration, one may register as one of the following:
- Private Company: Private company with a standard MOI and Private company with a customized MOI
- Public Company
- Non-profit Company: Non-Profit Company without members and with a standard MOI, Non-profit company without members and with a customized MOI, or Non-profit company with members
- Personal Liability Company
- External (Foreign) Company: External company or Domestication of a foreign company.
Processes For Registering With CIPC
After deciding the type of business or company you want to run, the first thing you will want to do is to head to the CIPC website and register as a customer. To do this, kindly follow the following steps:
- On the left side of your screen, click on “CUSTOMER REGISTRATION.”
- Select whether you have a “South African green barcoded ID document or smart card,” i.e., whether you are South African or not.
- Put in your ID Number and Surname or passport number based on your previous choice, and then click on “Continue.”
- In the next window, fill in all required fields on the registration form. More importantly, fields with asterisks (*) must be completed.
- After you are through with the registration, you will receive a message confirming that your CIPC customer code has been sent to your email or phone number through SMS.
- Finally, click “Continue” to reset your password.
Note: Take note of your CIPC customer code as it will be vital in the next stages of the registration.
You Need To Reserve A Company Name Before You Register A Company With CIPC
Once you get your customer code after registering with CIPC, you will also use the code in reserving a name for your company.
- Go to the CIPC website and click on online transacting.
- Use your customer ID to log in.
- You will see Name Reservations/Proposed Name on the page that displays. Click on it.
- Next, you will want to click on Proposed Names.
- Put in the four proposed names you want in order of preference. It is important to make sure you double-check to ensure your company name is rightly put to avoid applying for a company name change much later.
- If any of the names is not successful, you will need to change that particular one, and if everything is successful, kindly Lodge Name Reservation.
- If the proposed names are reserved, you will be issued a reservation number.
- You will also receive a mail notification to this effect. It will contain your reservation number.
How To Register As A Co-operative
— CIPC – the dtic Group (@theCIPC) February 18, 2021
This is a different type of business in which different people pull together resources towards meeting a common goal. Before this is registered, members will have to meet and agree on modalities and principles, among other things.
It has an R175.00 registration fee:
After you must have registered as a customer, here are the steps to follow for your co-operative registration:
- Carry out your business name reservation on the new e-services platform
- Kindly log into CIPC eServices using your customer code and password
- Click on E-services and then select Co-operatives, and click on Start New Co-operative application. Confirm and then continue.
- Fill in all details about the co-operative in the appropriate fields.
- Also, fill in details about members and financial details where needed
- When you are adding members, it could be an existing customer of CIPC or a non-existing customer.
- Input all details of members, including their addresses, ID numbers, country, and all that is needed.
- Note that while you can add different members, you can also take off members.
- When every process is completed, kindly submit and confirm that you want to submit it.
- An email will be sent to the email address of the co-operative which you submitted, containing the Co-op1 form and Constitution. This is expected to be signed by every member and uploaded to the system.
- You must log in again and under co-operatives, click on pending document upload for the submission. Select what you want to upload and then submit the documents.
- Your application will be put Under Review, and when it is finally approved, a message will be sent to you. You will also get a mail if the application is denied.
- If approved, the final lap is to complete the application payment process by going to Finances and then Shopping Cart after logging in to your profile. You will find all the unpaid items there.
- Now select the ones you want to pay and complete the process.
- Your registration details will be sent to you after your payment.
Kindly follow the link for a more detailed guide.
How To Register Your Company in South Africa With CIPC
Get the right documents ready
To get your registration properly started, there are several documents that you need to have ready, as you will need to upload them as you move on. Here are the needed documents:
- Notice of Incorporation and Memorandum of Incorporation. This can be drawn for you by a lawyer.
- Depending on which is available, you can either get the Identification documents (ID) or passports of all the incorporators and the directors.
- If the directors are not making the registration application, you can get the applicant’s Identification copy.
- Power of attorney
- Certified ID copy to identify a power of attorney for the previous action
- Financial year-end of the company
- Other information, including the physical and postal address, email address, and website if available.
- Valid name reservation
To register a company in South Africa, the process may differ based on the company in view. Here are the different registration processes based on the company:
1. How To Register A Company (State Owned)
Also referred to as a state-owned enterprise, this is a type of company owned by the municipality. Here are the steps to register this type of company:
- After you must have registered as a customer, you will need to deposit R475 for the reservation of name and company registration. However, if you have registered a name, you will only need to pay R425 into the bank account of CIPC. All bank details could be gotten via this link.
- Ensure that you have finished your name reservation.
- Download and fill the following files: CoR14.1, CoR14.1A, and CoR14.1 Annexure D.
- Either draft your Memorandum of Incorporation (MOI) or download the CoR15.1B file, fill it and submit.
- If you want to place some restrictions on the company’s activities, kindly indicate it in the MOI, i.e., you will ring-fence some parts of the document. To do this, you will also need to download the document; CoR14.1C, which you will be expected to fill.
- Because this process is expected to be done manually, when you are through, kindly scan and send the documents to [email protected].
- If there is a need, you may also wish to add other supporting documents.
- The process may take up to 25 working days.
2. Processes Of Registering a Personal Liability Company
This is a type of company whereby all the directors of the company share liability. The process of registering the company can also only done manually. This means that the entire process is the same as registering a state-owned company.
- You will first of all need to register as a customer.
- Next, make a deposit of R475 for the reservation of name and company registration. If you have registered a name, you will only need to pay R425 using CIPC bank details.
- Print and fill these forms; CoR14.1, CoR14.1A, and you can either use this, CoR15.1B, or draft your own MOI.
- To add any restrictions to the provisions of the MOI, there is a need for ring-fencing, which can be done by downloading, filling, and submitting the file; CoR14.1C.
- There will be a need to download and complete the file, CoR14.1 Annexure D, if you may wish to appoint an auditor, audit committee members, and/or company secretary. Note that it is not compulsory.
- Other important documents needed are Confirmation notice of name reservation- CoR9.4 (if applicable), Certified identity copy of applicant, Certified identity copy of all, incorporators and directors, and Power of attorney (if applicable).
- Fill the documents and mail them to [email protected].
- The process may take 25 days.
3. How To Register A Public Company in South Africa
A public company is defined here as a company that makes its shares available to the public. They are expected to have three directors and be listed on the Johannesburg Securities Exchange.
Because the registration of this company is manually done, the process is not different from the two above.
- The first thing is to register as a customer on the CIPC platform.
- Make a deposit of R425 for company registration. The payment will be R475 if you do not have a name reservation. Payments can be made using the bank details via this link.
- Reserve a Corporate Name
- For the manual registration, ensure that you download and fill these documents; CoR14.1, CoR14.1A, and CoR14.1 Annexure D. It is mandatory to appoint an auditor, audit committee members, and a company secretary when registering a company of this type.
- You can either draft your MOI or download and complete this document; CoR15.1B.
- If you are altering some provisions of the MOI, you may need to ring-fence the provisions. To do that, kindly submit CoR14.1C.
- Complete all relevant documents, scan them, and send them to [email protected].
- All relevant documents must also be submitted.
- The process could take up to 25 days.
4. Steps To Register A Private Company
Private companies are those whose shares are not offered to the public and have restrictions on transferring the shares. It is expected that this company should have a director and an incorporator at least.
Note that this registration process could be done either for a company using a standard MOI or Customized Moi. The two processes are completely different as when you are using a standard MOI, the registration is online, and when using a customized MOI, the process is done manually.
How To Register a Private company with a standard MOI
- Kindly head to the website of CIPC and click on Online transacting/New E-services.
- Now, use your customer profile to log in.
- Click on Company Registration, and then Register a new Company.
- After you must have reserved a name, select the type of company you want to register.
- Fill in all enterprise information and keep clicking on Next to continue.
- Next, add managing directors, then click Next, and then you can add their necessary details such as their full names, ID Number, date of birth, and Date of issue of ID document.
- You will be notified after your directors are verified.
- Provide all necessary contact details of the directors in the appropriate fields.
- You can now save the directors after it is done.
- On the next page, you will be requested to add auditors. This will be found under Manage Auditors. You can add and edit auditors in this field and also have the practice number of auditors.
- After all these, you can click on Shopping Cart to make payments for your invoices, which is also a part of the company registration process.
- Select the items you want to make payment for and then click on Add Items.
- Now, make the payment, and if it is successful, you will receive a notification to that effect.
Steps to Register a Company in South Africa with a Customized MOI
- This registration process can only be done manually, and so after you must have registered as a customer, you can sign into the CIPC dashboard with your details.
- Using your customer code as a reference number, make a payment of either R425 or R475 for company registration without a name reservation or a company registration with a name reservation, respectively. Payment is to be made using CIPC’s account details.
- In the next step of your registration, you are expected to print and complete the following forms; CoR14.1, CoR14.1A, and if you want to use the standard MOI, you can download the form; CoR15.1B. If you want to place restrictions on the MOI, you will be expected to do a ring-fencing using this form, CoR14.1C.
- You may need to print and complete the CoR14.1 Annexure D form if you want to appoint an auditor, audit committee members, and/or company secretary.
- After printing and completing all the relevant forms, kindly scan them and send them to [email protected].
- Note that it could take 25 working days for the document to be processed.
5. Register a Non-Profit Company
This company is seen as one which has been incorporated to serve the public or with objectives towards cultural or social activities or even communal interests or that of a group. The idea behind this company is not to make a profit.
There are three types of companies under this, and their registration processes slightly differ. They are:
- A non-profit company without members and with a standard MOI
- A non-profit company without members and with a customized MOI
- Non-profit company with members
Importantly, the first steps of the registration process for the three companies are similar. More so, they are all done manually. Here are the first steps to take for any non-profit company you want to register:
- You will be expected to register as a customer on CIPC’s platform
- If you are making a company registration without a name reservation, you will be expected to make a payment of R425 or R475 with a name reservation. This payment is to be made into the CIPC bank account.
- Instead of R425 or R475, you will pay R125 or R175, respectively, if you register a non-profit company without members, with a Standard MOI.
- After name reservation, you will be expected to print certain files and fill them before submitting them to [email protected]. Note that the files to be completed differ based on the type of registration:
- Files to be printed and completed for a Non-profit company without members and with a standard MOI are- CoR14.1, CoR14.1A, and CoR15.1C.
- Files to be printed and completed for a Non-profit company without members and with a customized MOI are- CoR14.1CoR14.1A. If you decide to use the standard long-form MOI, you can print and complete the CoR15.1D form.
- Files to be printed and completed for a Non-profit company with members are- CoR14.1 and CoR14.1A. Also, print and fill if you may wish to use Standard MOI; CoR15.1E. To make any alteration or impose restrictions on the MOI, you will need to do the ring-fencing using the document; CoR15.1E.
For any non-profit company registration, you may want to print and complete the CoR14.1 Annexure D form if you may wish to appoint an auditor. It is also useful for the appointment of audit committee members and/or a company secretary.
In the same way, as it is with all others, when you want to register a company in South Africa manually, it could take 25 days to complete.
6. How to Register an External (Foreign) Company with CIPC
A foreign company is considered as one that has been registered or incorporated outside South Africa. This company is prohibited from operating in the country, whether it is a non-profit company or otherwise, until it is duly registered with CIPC.
External companies could be registered either as an External company or as the Domestication of a Foreign Company. Whichever it is, the registration is done manually, and the initial processes are similar. Here are the steps to follow:
- You will be required to register as a customer with CIPC.
- Deposit into the account of CIPC using the bank details. To register an External company, the deposit is R400, while to Domesticate a foreign company, you will be required to deposit R100.
- Kindly print and complete CoR 20.1, CoR20.1A, and CoR21.2 forms and all relevant incorporation documents, which must be translated to South African if they are in foreign languages for external company registration.
- For domestication of a foreign company, the documents to print and fill are Cor 17.1 and any MOI, whether custom-made or standard (CoR14.1, CoR14.1 AnnexureA, either standard CoR15.1A or own MOI). Relevant documents such as Annual Financial Statements, shareholder’s resolution to transfer company to South Africa, and its registration documents should also be added.
- All the documents and others deemed necessary should be completed and submitted to [email protected].
- Note that there is a turnover time of 25 working days.
Important Things To Note When You Want To Register A Company In South Africa With CIPC
- Payments for manual registrations and name reservation is made to the CIPC using the details gotten via this link.
- The manual process could take up to 25 working days.
- When done electronically, the registration process will be completed in 24 hours once all the requirements are fully met and all payments are made.
- If you have any complaints, you can lodge an email via [email protected] while inquiries can be made here.
There is A Need To Register With SARS
Even after registering with CIPC, you will also need to register your business or company in South Africa with the South African Revenue Services (SARS). This is because, by the country’s law, every business is expected to remit its taxes.
To do this, kindly visit the SARS website to follow the process based on the laid down rules for the different types of companies you may wish to register. Note that the requirements to register with SARS will differ based on the type of company involved.