Annual returns of companies and close corporations

Clients are reminded of the requirements relating to the submission of annual returns, and the new procedure for re-instatements that must be followed as from 1 November 2012.

An annual return is a summary of the most relevant information pertaining to a company and close corporation. By lodging annual returns companies and close corporations ensure that the Companies and Intellectual Property Commission (CIPC) is in possession of the latest information. It also confirms that the entity is still in business or will be doing business in the near future.

All companies (including external companies) and close corporations are required by law to lodge their annual returns with CIPC within a certain period of time every year. An annual return is a statutory return in terms of the Companies and Close Corporations Acts and therefore MUST be complied with.

To submit an annual return the following forms need to be completed:
·    CoR30.1 (Annual Return) and;
·    CoR30.2 (Financial Accountability Supplement)

Completion of these forms requires the disclosure to the CIPC of certain information about the entity. This information varies, from details such as the number of persons employed, to the particulars of the person primarily responsible for recording day-to-day financial transactions and maintaining the financial records of the business. To submit annual returns on behalf of our clients we require them to provide the necessary information to us, should we not already have access to this information.

Failure to file an annual return within the prescribed time period will result in the CIPC assuming that the company or close corporation is not doing business or is not intending to do business in the near future, and is therefore inactive. This will lead to deregistration of the entity, which has the legal effect that the juristic personality is withdrawn and the entity ceases to exist.  In this event the property of the entity becomes “ownerless” and might be vested in the state unless the entity is re-instated.

It should be noted, however, that the CIPC will no longer re-instate a company or close corporation based solely on a statement that it is in business, or will be in business in the near future. Re-instatements are reserved for entities which can prove that they were in business at the time of deregistration, or have outstanding assets and/or liabilities which must be transferred or liquidated.

The CIPC’s Practice Note 6 of 2012, issued in accordance with the regulations under the Companies Act, 2008, details the requirements for a re-instatement application, effective as from 1 November 2012. Regardless of the cause or date of deregistration, an application must be submitted on an original signed form CoR40.5, and must be accompanied by the following documentation:

1.    Certified ID copy of the applicant  (director/member);
2.    Certified ID copy of the customer filing the application;
3.    Deed search (reflecting ownership, or not, of immovable property);
4.    Letters from National Treasury and the Department of Public Works, indicating these such departments have no objection to re-instatement, if it has immovable property;
5.    Advertisement in a local newspaper giving 21 days’ notice of  proposed application for re-instatement;
6.    Affidavit indicating the reasons for the non-filing of annual returns, if deregistration was due to non-compliance in relation to annual returns;
7.    Affidavit indicating the reason for the original request for deregistration, if the company or close corporation itself applied for         deregistration; and
8.    Sufficient documentary proof indicating that the company or close corporation was in business or that it had any outstanding assets or liabilities (e.g. property, intellectual property rights) at the time of deregistration.

On successful processing of the re-instatement application, all outstanding annual returns must be filed in order to complete the process.

It is clear from the above overview that the new system will be more administratively demanding and may lead to an additional fee in order to comply with the relevant legislation.

You are welcome to contact Marisa Viljoen on 021 840 1600 or marisa@asl.co.za should you require more clarity in this regard.

8 Responses to “Annual returns of companies and close corporations”


  1. 1 residential tinting in castle rock 2013/04/10 at 6:21 am

    It’s very straightforward to find out any matter on web as compared to books, as I found this paragraph at this website.

  2. 2 Http://Openfsm.Net/ 2013/05/23 at 11:19 am

    Hello, Neat post. There is an issue along with your website in internet
    explorer, might check this? IE still is the market leader and a large section of other folks will leave out your
    wonderful writing due to this problem.

  3. 3 online form generator 2013/08/02 at 1:19 am

    Make sure you put your keyword in the web page title, first paragraph and once or twice in the
    main body. You might get one or more benefits of outline designer along with it is
    the ideal means to unleash the capacities. Html form builder renders
    efficient service to online business companies to create any sort
    of online form to integrate it into their website and receive incoming information
    from online visitors.

  4. 4 online form builder 2013/08/02 at 3:30 pm

    Make sure you put your keyword in the web page title, first paragraph and once or twice in the
    main body. Rather, they’re designed to help spark possibilities in your own mind. Decide now because if you are a weight lifter, you will not build the chest that you are looking for.

  5. 5 bitcoin-mining.org 2014/02/04 at 10:19 am

    Bitcoins it seems are creating a big heap of interest just now!

  6. 6 Optin architect 2014/05/10 at 1:19 am

    Hey I know this is off topic but I was wondering if you knew of any widgets
    I could add to my blog that automatically tweet my newest twitter updates.
    I’ve been looking for a plug-in like this for quite some time and was hoping maybe you would have some experience with something like this.
    Please let me know if you run into anything. I truly enjoy reading
    your blog and I look forward to your new updates.

  7. 7 Business Loans 2014/09/22 at 10:18 pm

    Thiis blog was… how do you say it? Relevant!! Finalply I have found omething that helped me.
    Thanks!


  1. 1 alpha betty saga free gold hack Trackback on 2015/08/06 at 4:38 pm

Leave a Reply

Fill in your details below or click an icon to log in:

WordPress.com Logo

You are commenting using your WordPress.com account. Log Out / Change )

Twitter picture

You are commenting using your Twitter account. Log Out / Change )

Facebook photo

You are commenting using your Facebook account. Log Out / Change )

Google+ photo

You are commenting using your Google+ account. Log Out / Change )

Connecting to %s




Follow ASL on Twitter

Enter your email address to follow this blog and receive notifications of new posts by email.

Join 9 other followers


%d bloggers like this: