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By Onah Attorneys Inc • Updated July 2026 • Legal information, not a substitute for advice on your specific matter.
Registering a company at CIPC takes days and costs little — which is exactly why thousands are registered wrong: default documents that don’t match the shareholders’ real deal, missing registers, and compliance debt that surfaces at the worst moment (a funding round, a big contract, a dispute). Here is the complete process and the five decisions that matter more than the filing.
The CIPC process
Reserve a name (or register with the enterprise number as name), file the incorporation (CoR 14.1 with the MOI), receive the registration certificate — typically within days for a standard private company (Pty Ltd). Costs: name reservation R50, standard incorporation R125-R175. Directors need certified IDs; a registered address is mandatory.
Decision 1: The MOI
The CIPC standard-form MOI gives default rules: board majority governs, shares transfer freely subject to board approval, few shareholder protections. Real businesses with more than one owner need tailoring — share classes, reserved matters requiring shareholder approval, pre-emptive rights. Amending later costs multiples of drafting right at birth.
Decision 2: Shareholding and the shareholders’ agreement
Split equity for contribution AND control: 50/50 without a deadlock clause is a lawsuit on layaway. The shareholders’ agreement handles what the MOI shouldn’t publicise — vesting for sweat equity, exits and valuation formulas, tag/drag rights, restraints, funding obligations. Sign it before the first revenue, while everyone still likes each other.
After registration: the real setup
SARS registration is automatic for income tax; add VAT (compulsory above R1m turnover), PAYE/UIF/SDL when hiring. Open the bank account (banks want the MOI, registration certificate, director IDs, proof of address, and increasingly the beneficial ownership filing). Create the statutory registers — directors, shareholders, beneficial owners — and issue share certificates; due diligence failures start here.
Ongoing compliance that keeps the company alive
CIPC annual returns (missing them → deregistration: contracts void, account frozen), beneficial ownership updates, registered office and director-change filings (CoR 39), annual financial statements or independent review as size dictates. A one-page compliance calendar costs nothing; reinstating a deregistered company costs months.
Company vs alternatives
Sole proprietor: simplest, but unlimited personal liability and harder to sell. Partnership: shared unlimited liability — rarely wise. Pty Ltd: limited liability, credibility, 27% flat tax + dividends tax, the default for growth. Trusts hold assets well but trade poorly. Choose for where the business is going, not where it starts.
Frequently asked questions
How long does company registration take?
Days, with names reserved — often 1–5 working days end-to-end at CIPC. The full working setup (bank, SARS, registers, agreements) realistically takes 2–3 weeks.
What does it cost to register a company?
CIPC fees under R200; the meaningful costs are professional: a tailored MOI and shareholders’ agreement. Budget for those with co-founders — they are the cheap insurance of company law.
Do I need an attorney or can I register myself?
Solo founder with default needs: DIY works. Co-founders, investors, or custom control arrangements: professional drafting — the standard MOI resolves fights in ways that will surprise you.
What is the beneficial ownership filing?
A mandatory CIPC declaration of the natural persons ultimately owning or controlling the company (5%+), updated with changes. Non-filing now blocks annual returns — treat it as part of incorporation.
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