Non Profit Company Registration

This is entirely dependent on CIPC and what their turnaround time is.  Standard NPCs are processed quickest; Tax Exempt NPCs and NPCs with Members take a little longer.  

You will receive the following documents in a PDF format via email:  CoR 14.3 (Company Registration Certificate),  CoR 15.1A (Memorandum of Incorporation) and the Minutes of the Inaugural Meeting.  These are all the documents you will need to open a business bank account for your company.

A Director runs the company and must be over the age of 18.  

NPCs are non- profit companies so there are no shareholders to profit from the entities endeavours.  NPCs can have either beneficiaries or Members.  Most NPCs have beneficiaries who do not need to be specified in the MOI.   An NPC with Members is usually for a club or association such as a sports club or Body Corporate and those Members are specified on the MOI. 

No, you will need to apply to the TEU (Tax Exemption Unit) at SARS for Section 18A approval.  None of the Directors of the registered entity may be related in any way; by blood, marriage or adoption or the application will be rejected until the Directors are changed.  

Yes, absolutely.  Depending on what you would like to do, you can change pretty much everything on a company after its registered as long as you follow the correct procedure.  It is important to advise CIPC of any changes to your company such as address, financial year end and any Director changes

Annual returns are a tax levied by CIPC for your company to remain registered with CIPC and comply with company law.  Each year on the anniversary of your company’s registration the annual returns are due even if your company did not trade or made a loss.  The annual returns dues are calculated on annual turnover.  If you fail to settle your annual returns, penalties will be levied against the company.  If the annual returns and penalties continue to remain outstanding, CIPC may start a Deregistration process.  This is the point when bank accounts are frozen and fixed properties become assets of the lender.  You may be able to restore the company if you are still trading.  This is a time consuming and costly process which is best avoided.

If you are registering a Non-Profit Company (NPC) then yes, it must be registered with the CIPC. If you are registering a Non-Profit Organisation (NPO) then you register with the department of social development, however, many people use the terms interchangably.   

Our base price for NPC registration is R1500, which covers the registration for up to 3 Directors. For each additional Director, there`s a fee of R100. The registration process typically takes 3-7 business days. Contact us for a personalised quote if you have specific requirements or need additional services.

NPCs must comply with the Companies Act, including maintaining accurate records, having at least three directors, and using funds for their stated objectives.

To register a Non-Profit Company (NPC), a minimum of three directors is required. Additionally, if you intend to apply for tax exemption, it is essential that these directors are not related to one another.

Please note that PBO status is granted upon successful registration for Tax Exemption Approval with SARS, after which you will be issued a Section 18A certificate. This process involves two separate applications—one to SARS and one to CIPC. I’ve outlined the steps and associated costs below:

Important Preliminary Requirement

Before starting the application process, please ensure that none of the directors are related by blood or marriage, as this is a requirement for approval. If this is currently not the case, we can assist you with making the necessary changes to your directorship.

Step 1: SARS Section 18A Approval

To apply for Section 18A approval, you must register with SARS through their Tax Exemption Unit (TEU) to obtain PBO status.

·       Timeframe: ± 6 months

·       Recommendation: We advise engaging a professional accounting firm to handle this application due to its complexity.

·       Estimated Cost: R5000 (may vary depending on the service provider)

Step 2: CIPC – MOI Amendment

Once SARS has granted PBO status, they will instruct you to amend your Memorandum of Incorporation (MOI) with CIPC. The amendment must include specific clauses about the distribution of assets upon dissolution of the NPC.

We recommend starting with the MOI amendment as this process is quicker and can run in parallel with the SARS application.

·       Timeframe: ± 3 weeks

·       Our Fee: R1990

·       Next Steps: Please find attached the application form. Kindly complete and return it to us along with proof of payment.

Outcome

Upon successful completion of both steps, SARS will issue a Section 18A certificate containing your unique tax exemption reference number. Please note that this number is different from your company’s income tax registration number.