Docstoc

NEW COMPANY REGISTRATION ONLINE GUIDE Note Currently

Document Sample
NEW COMPANY REGISTRATION ONLINE GUIDE Note Currently Powered By Docstoc
					NEW COMPANY REGISTRATION ONLINE GUIDE

Note: Currently, electronic filing of company documents can only be done to register a private company,
short form (by populating the required fields). The system will then populate the required company documents
with the information that you provided. To be able to file an application, follow the following steps:




Step 1: Log onto the CIPC website at www.cipc.co.za
  Step 2: Register as Customer

  If not an existing customer, click on Customer Registration to register and complete the required fields and
  submit.




  Step 3: Deposits/Banking Details

  A customer does not have to deposit funds before submitting the request to file a private company online,
  since billing will only occur once the documents are bar-coded at the CIPC offices. However, the customer
  must ensure that once submitted there are enough funds in the account for CIPC to process the transaction.

  _______________________________________________________________________________________
  CIPC Banking Details

  Bank                             ABSA
  Account Type                     Deposit Account
  Account Name                     CIPC
  Account Number                   4055 68 1017
  Branch Name                      Van der Walt Street
  Payment Reference                USERNAME/CUSTOMER CODE DATE (DDMMYYYY) AND 01 (If the
  Number                           Reference Number is less than six characters long then use trailing zeros.
                                   (USERNAME/CUSTOMER CODE00DATE(DDMMCCYY01)
                                   e.g. MAKG001204201101



_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                               Page 2 of 25

V 1.1
  The reference number on the deposit slip will assist CIPC to allocate the deposit accurately and on time to
  your virtual account. Allow 2 to 3 working days (depending on your deposit type) for your funds to be cleared in
  your virtual account at CIPC.
  If not allocated within three days, fax proof of payment to +27 86 673 8313.
  Mark for attention - Revenue Department and remember to include your customer code as a reference.
  For finance related enquiries only, send an email to revenue@cipc.co.za.

  _______________________________________________________________________________________

  Fees

  The basic filing fee is R175 if the company’s MOI is filed in the form CoR15.1 A.

  Payment of a filing fee subject to a credit for name reservation:

        •   For any amount previously paid to reserve the company’s name; or (e.g. R175 – R75 = R100.00 if
            name reservation was done manually OR R175 – R50 = R125 if name reservation was done
            electronically)

        •   Of an amount equal to the fee for name reservation, if the company elects to be known by its
            registration number alone (e.g. R175 – R75 = R100)

  Form             Purpose                      Fees & Conditions


  CoR 14.1         Notice of Incorporation      Payment of a filing fee, subject to a credit-
                   (Must have Memorandum
                   of Incorporation attached)       •    For any amount previously paid to reserve the
                                                         company’s name; or
                                                    •    Of an amount equal to the fee for name
                                                         reservation, if the company elects to be known
                                                         by its registration number alone.


                                                Fees:
                                                CoR 15. 1 A, B & C = R175 (subject to allowed
                                                reduction)
                                                CoR 15.1 D & E = R475 (subject to allowed reduction)


  CoR 15.1         Standard Form of             CoR 15. 1 A, B & C = R175 (subject to allowed
                   Memorandum of                reduction)
                   Incorporation                CoR 15.1 D & E = R475 (subject to allowed reduction)
                   (May be in any form
                   A, B, C, D or E)


_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                                  Page 3 of 25

V 1.1
  You may confirm whether your deposit is reflecting by logging on to the CIPC website, Additional Services,
  Customer Log In (using your customer code and password), Customers, Customer Transactions,
  Selecting the date period, and Show Statement.

  _______________________________________________________________________________________

  Step 4: Login as Customer

  If already registered as a Customer, click on Customer Login.




  Type in Customer Code and Password selected at Customer Registration. Click on Login. It is important
  that the customer code used for name registration must be the same as the customer code under which the
  name reservation (CoR 9.4) was approved (if applicable).




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                               Page 4 of 25

V 1.1
  Step 5: Select New Companies Option under Companies on the left menu, or click on Companies/New
  Companies on the top menu.




  Step 6: Add Company Details

  Click on Add Company Detail




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                               Page 5 of 25

V 1.1
  Complete the required fields for Company Details. (See Explanatory Notes at the end of document). Populate
  the required fields by completing the empty text boxes. Mandatory fields are indicated with a *.

  Once all fields are completed, click on OK.




  The Company Details will be reflected as below. If you want to change any of the detail, click on Edit
  Company Details. The rest of the top menu buttons for New Company will become active once you have
  clicked on OK, depending on which tick boxes have been ticked regarding Company Appointments (e.g.
  Director Details, Auditor Details, and Company Secretary Details).




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                               Page 6 of 25

V 1.1
  Step 7: Add Incorporator Details

  Click on the Incorporators menu button to complete the Incorporator’s detail.

  Incorporators can either be Natural Incorporators, or Juristic Incorporators. Select Natural Incorporators if the
  Incorporator is a natural person and Juristic Incorporators if the incorporator is another company, close
  corporation, trust or body corporate.

  To add the Incorporator’s details, click on Add Incorporator Details.




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                               Page 7 of 25

V 1.1
  The option to add the Incorporator’s detail for a natural person is the default value. If the Incorporator is a
  Natural person, complete the required fields (Name, Surname, SA Resident or not, Nationality, Identity Type,
  ID Number, Cell phone number (i.e. +27834323333), Email Address, Postal Address and Physical Address.

  If the Incorporator is also a Director, click on Yes to Copy the detail to the Director List. If you click Copy to
  Director List, the following is also required: Occupation and Director Appointment Date.

  If the person is a South African citizen (issued with a green barcoded ID book) the nationality must be selected
  as South African and only the option for ID number will be available. If any other nationality is selected, the
  passport option will be available and the date of birth will be required.

  Click on OK once all the required fields are completed.




  The following screen will display.     If you need to add more Incorporators, click on Add Incorporator(s)
  details again.


_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                               Page 8 of 25

V 1.1
  If the Incorporator is a Juristic person, click on the Juristic person button on the top of the page, complete the
  required fields (Enterprise Name, Enterprise Number, Cell phone number, Email Address and Postal Address
  and click on OK.




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                               Page 9 of 25

V 1.1
  Step 8: Add Initial Director(s) Details

  Click on Directors on the New Company Screen, and then on Add Initial Director(s) details.




  The Director Type’s default is Director.

  Complete the required fields (Director Type, Name, Surname, Identification Type, ID Number, Occupation, SA
  Resident check box, Physical Address, Postal Address, Postal Address, Cell phone number, Email Address,
  Nationality, and Director Appointment Date) and click on OK.




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 10 of 25

V 1.1
  If you want to add another Director, or Alternate Director, click again on Add Initial Director(s) Details.
  Complete the next Director’s details, Alternate director’s details by clicking Alternate director at the Directory
  Type button, to provide the details of the Alternate Director.

  An alternate director is: “A person elected or appointed to serve, as the occasion requires, as a member of the
  board of a company in substitution for a particular elected or appointed director of that company”. An alternate
  director can be 0. The number of initial directors detail must correspond to the number of initial directors
  stated at the Company Details option.




  Step 9: Add Auditor Details

  Appointment of auditor(s) details may be filed if the company elected or is required in terms of Companies
  Regulation 28 to appoint an auditor. If not submitted at incorporation, a form CoR44 must be lodged within 40
  business days after date of incorporation.

  To add the Auditor Details, Click on Auditor, and Add Auditor Details.
_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 11 of 25

V 1.1
  The Auditor Type’s default is Natural Person. Complete the required fields (Name, Surname, Practice
  Number, Cell phone number, Email Address, SA Resident check box, Postal Address, and Nationality) and
  click on OK if the auditor is a natural person. If Auditor Type is a juristic person, click on the Juristic person
  radio button.




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 12 of 25

V 1.1
  The Auditor’s details are displayed as per screen below. If you want to edit the auditor details, click on Edit in
  the table, or delete if you want to delete the Auditor. If you want to add another auditor, click on Add Auditors
  Details.




  If you clicked on Juristic person as Auditor, complete the required fields (Name, Surname Practice Number,
  Cell phone number, Email Address, SA Resident tick box, Postal Address, Nationality.


  Complete the details regarding the Designated Auditor, who will be responsible for auditing the company’s
  details (Practice Number, Name, Surname, Cell phone Number, Email Address, SA Resident tick box and
  Postal Address), and click on OK.




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 13 of 25

V 1.1
  It is important to note that CIPC is validating the auditor and designated auditor information with detail
  provided by IRBA before the application will be submitted. Therefore, if an error “…..<>…” appears the
  validation failed and the auditor or designated auditor must ensure that his/her/its information is up to date with
  IRBA.

  It is not necessary to file the detail of the accounting officer and/or independent reviewer in the absence of the
  appointment of an auditor.

  Step 10: Add Company Secretary Details

  Click on Company Secretary on the top menu to add the details of the company secretary. Click on Add
  Company Secretary to provide the details of the Company Secretary Appointments.




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 14 of 25

V 1.1
  The Natural Company Secretary is the default Company Secretary Type.

  Complete the required fields (Company Secretary Type, Name, Surname, ID Number, Cell phone Number,
  Email Address, Postal Address), and click on OK.




  If the company secretary is a juristic person, click on Juristic Company Secretary as the Company Secretary
  Type.     Complete the required fields (Company Secretary Type (i.e. Personal Liability Company, Sole

_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 15 of 25

V 1.1
  Proprietor/Partnership) Enterprise Name, Enterprise Number, Cell phone number, Email Address, Postal
  Address).


  When all required fields are completed, click on OK.




  The company secretary’s detail is displayed as per screen below. If you want to edit the details of the
  company secretary, click on Edit in the table or on Delete if you want to delete the Company Secretary. If you
  want to add another company secretary, click on Add Company Secretary.




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 16 of 25

V 1.1
  Once the Company Details, Incorporators, Directors, Auditors and Company Secretary details have been
  completed, click on the Confirm menu button to Confirm the Captured Details. Click on Confirm Captured
  Information.




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 17 of 25

V 1.1
  Verify the details of the New Company. If you need to add or edit any details, click on the relevant menu
  button (e.g. Company Details, Incorporators) to change the information. Once all has been verified, Click on
  Submit.




  Once you have clicked on the Submit button, the screen “General Notice regarding filing of Application” is
  displayed. Write down the Tracking Number, for future reference.

  Click on Click here to move to the screen where the company incorporation documents can be printed.




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 18 of 25

V 1.1
  A list of all relevant tracking numbers for the relevant customer code will be displayed. Click on the required
  tracking number, or type it into the search box.




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 19 of 25

V 1.1
                      Click on all the relevant CoR forms to print the required pre-populated forms.




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 20 of 25

V 1.1
  You will have the option to Open or Save the PDF document with all the details that you Completed (CoR14.1
  – Notice of Incorporation CoR 14.1 Annexure A – Initial Directors, CoR 14.1 Annexure D – company
  appointments (i.e. auditors and company secretary) and CoR 15.1A – private company short form)




  Save the document, and click on Open in order to print the document.

  Print the documents in duplicate, and sign it.

  The CoR14.1 must be signed by one person (a Power of Attorney needs to be attached, if it is not signed by
  the Incorporator(s) or Director(s)).

  The CoR15.1 must be signed by all Incorporators or Representatives (attach a Power of Attorney for
  representatives).

  Hand deliver or post the signed documents to CIPC.




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 21 of 25

V 1.1
  Explanatory Notes:



                                                  COMPANY DETAILS



        • Pre-populated fields (faded fields) cannot be edited – currently only a private company can be
           registered online.

        • The incorporation of the company is to take effect on: Click to indicate that the incorporation
           should take effect on

                o        Either the date of issue of the registration certificate; or

                o        A date specified within the Notice of Incorporation, as long as the effective date is a date
                         later than the filing date.

        • Complete the financial year end of the company

                o        It can be either a month OR

                o        A specific day of the month

        • Indicate the Postal Address and Physical address of the company (Both the registered physical
           and postal addresses must be provided. The postal address is used for registered mail and normal
           mail and the physical address is used for the service of legal proceedings and notices.)

        • Minimum Directors

                o In the instance where the minimum number of directors is indicated as more than 1 on the
                     Memorandum of Incorporation, and the number of natural incorporators’ are below such
                     number, the CoR14.1 Annexure A Initial Directors of a Company (advisable) may be filed with
                     incorporation OR a CoR39 must be filed within 40 business days after incorporation. The
                     minimum directors for registering a private company are one.
                o The number of initial directors must be provided and the number of initial directors must
                     correspond with the number of directors provided on CoR14.1Annexure A – the menu button
                     where Directors’ Details are completed. CoR14.1Annexure A is not mandatory but if the
                     number and detail of initial directors are not the same as the incorporators then a CoR39 must
                     be filed within 40 business days of incorporation.
_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 22 of 25

V 1.1
                o A minor may not be a director of a company.
                o Number of directors stated on CoR15.1A. This is the minimum number of directors the
                     company elect to have that may not be less than the minimum requirements as per the
                     Companies Act, 2008. If minimum number indicated is more than what the Companies Act,
                     2008 requires then that company must have that minimum number of directors appointed at
                     any given time until MoI is amended to indicate a new minimum number on CoR15.2.
                o CoR14.1AnnexureA (Menu button DIRECTORS) may be lodged:
                               If the initial directors are not the incorporators
                               If some of the incorporators are juristic persons and the number of natural juristic
                               persons does not correspond to the indication of the number of initial directors (note
                               5). Incorporators are regarded as the first directors but directors may only be natural
                               persons.
                               Directors must provide either his/her e-mail address and/or cell phone number. Refer
                               to practice note 5 of 2011.


        •   Number of shares at Incorporation - Only the total number of authorised shares regardless of
            category or type must be indicated.


        • Company name – indicate if the company’s registration number will be the name, or if the name
            currently reserved will be the name. Type the tracking number as well.




                                                   ADD INCORPORATOR



  Add Incorporator

  ‘‘Incorporator’’, when used—

  (a) with respect to a company incorporated in terms of this Act, means a person who incorporated that
  company, as contemplated in section 13; or

  (b) with respect to a pre-existing company, means a person who took the relevant actions comparable to those
  contemplated in section 13 to bring about the incorporation of that company;

  One or more persons may incorporate a profit company.
_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 23 of 25

V 1.1
  Incorporators detail:

  Incorporators may either be natural or juristic persons.

  In the instance where the incorporators are juristic, the CoR14.1 Annexure A may be filed at incorporation
  (advisable) – Click on Add Incorporators, and select the Juristic Person button to indicate that the Incorporator
  is a juristic person, or a CoR39 must be filed within 40 business days after incorporation.

  The incorporators detail must be provided and must be the same as on the relevant CoR15.1.

  Incorporators are regarded as the first directors of the company and will be disclosed as the directors in the
  absence of a CoR14.1 Annexure A (clicking Directors on the top menu) being filed. To copy the Incorporator
  to the Director’s list, click on Add to Directors List when completing the Add Incorporator screen.

  A minor may be an incorporator but not a director.                   Therefore, if a minor is an incorporator, the
  CoR14.1Annexure A must be filed.

  At the address field, the postal address of the incorporator and his/her/its e-mail address or cell phone number
  must be provided.


                                          COMPANY AUDITORS AND COMPANY
                                                   SECRETARY



        • Company Auditors & Company Secretary

                o        CoR14.1 Annexure D (Menu Button Company Auditors and Company Secretary on
                     top menu) for the appointment of auditor and/or company secretary may be filed if the
                     company elected to appoint an auditor or company secretary.

                o        If not submitted at incorporation, CoR44 must be lodged within 40 business days after date
                     of incorporation.

                               Auditor:

                                          Auditor may not be director of the company
                                          May be juristic or natural
                                          If juristic, the name, surname and practice number of designated auditor
                                          must be provided

_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 24 of 25

V 1.1
                                        Designated auditor / natural auditor may not be appointed for more than 5
                                        consecutive financial years
                                        Filing of proof of consent is not required
                                        Must indicate practice number and not registration number/identity number
                                        Must provide postal address and cell phone or e-mail address

                               Company Secretary:

                                        Must be resident in South Africa for the duration of his/her appointment
                                        May be juristic or natural
                                        Must indicate registration number / identity number
                                        Must provide postal address and cell phone or e-mail address

                               Committee members:

                                        Not applicable
                                        Office to which person is appointed is not the address/location of person,
                                        but the capacity e.g. company secretary, auditor or audit committee.



                o        Signature on documents:

                                        May either be the signature of the customer, incorporator, initial director or
                                        authorised representative. If the signature is that of the customer, juristic
                                        incorporator or authorised representative, a power of attorney needs to be
                                        attached.


                •    Ring Fencing conditions applicable - this field is faded, as you cannot have ring fencing
                     conditions with a CoR15.1A (Short Standard Form for Private Company)




_______________________________________________________________________________________________________________________

New Company Registration Online Guide                                                              Page 25 of 25

V 1.1

				
DOCUMENT INFO
Shared By:
Categories:
Tags:
Stats:
views:2
posted:7/14/2012
language:
pages:25