Name of the Organization : Companies & Intellectual Property Commission
Type of Facility : Re-instating a Close Corporation
Location : Cape Town
Country : South Africa
Official Website : https://www.cipc.co.za/
Re-instating a Close Corporation :
Once a close corporation (CC) has been deregistered, an application can be made to have it re-instated, provided that the following procedures are followed :
Related : CIPC Liquidating/ Winding up your Close Corporation South Africa : www.statusin.org/4971.html
First confirm the status of the CC with the office because an application may have been lodged by the South African Revenue Service for the CCs deregistration.
If it is confirmed that it is deregistered, the following procedure for re-instatement should be followed :
** Submitting a re-instatement application on form CoR40.5; and
** Submitting all outstanding annual returns
CIPC will only re-instate a close corporation or company if :
The company or close corporation was in business at the time of deregistration (Sufficient documentary evidence in the form of bank statements for a period of six months before and six months after deregistration are required).
Immovable property is registered in the name of the deregistered business; or
It is in the best interest of a creditor.
If none of the above can be proven by the documentary evidence, the CIPC will not re-instate the company or close corporation and it is advised that a new company be registered at a cost of R125.00 without a name and R50 for each name reservation application (provided that the standard default option is selected).
The benefits of registering a new company are :
Cost benefit, since re-instatement requires the payment for the filing of the re-instatement application (R200.00) and filing of all overdue annual returns (based on entity category and payment scale) while a new company registration requires only a payment of R175.00;
After the filing of the overdue annual returns, the records of the entity must be updated by the filing of the required statutory amendment forms (e.g CoR39, CoR 21.1, CK2) and even possible amendments to a company’s MoI;
Quicker since not necessary to obtain the necessary supporting documents to the re-instatement application, namely multiple deed search, affidavits, news paper advertisement and possibly letters from the Department of Public Works and National Treasury.
Assessment :
Determine whether the company or close corporation was active at the time of deregistration or immovable property is registered in the name of the company or close corporation.
If no immovable property registered in the name of the entity or the entity has not been active, please do not proceed with a re-instatement application.
Register as a Customer :
To view information on how to register as a customer, click here. If you are already registered as a customer, and know your customer code and password, proceed to step 3.
Deposit funds :
Deposit R200 into the CIPC bank account.
Apply for re-instatement of your close corporation :
Print and complete form CoR40.5.
Upload and submit the signed forms and supporting documents to CIPC OR Scan and e-mail the completed and signed documents together with supporting information to re-instatements AT cipc.co.za
The following supporting documents must be included in your e-mail :
** Certified ID copy of the applicant (director/member);
** Certified ID copy of the customer filing the application;
** Multiple Deed search (reflecting ownership of immovable property or not);
** Letters from National Treasury and the Department of Public Works, indicating that such departments have no objection to the re-instatement, if it has immovable property;
** Advertisement in a local newspaper giving 21 days notice of proposed application for re-instatement;
** Affidavit indicating the reasons for the non filing of annual returns, if deregistration was due to non compliance in relation to annual returns;
** Affidavit indicating the reason for the original request for deregistration, if the company or close corporation itself applied for deregistration; and
** Sufficient documentary proof indicating that the company or close corporation was in business (Provide evidence that the company was conducting business related activities at the time of deregistration, namely bank statements for a 12 month period that runs over the date of deregistration) or that it had any outstanding assets or liabilities (e.g. property, intellectual property rights) at the time of deregistration.
Service turnaround time : 30 working days from date of tracking.