Value Smart


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Companies in South Africa are required by law to appoint a Company Secretary who is responsible for the company’s corporate governance and statutory obligations as prescribed in The Companies Act. The functions of the company secretary are time-consuming and require up-to-date legal knowledge (as the law is ever evolving). It involves keeping up to date records and filing specific changes within the company in the correct manner. There are severe legal consequences for companies who fail to do so.

For this reason, many companies opt to outsource this function to professionals who can act objectively, carrying out the administrative work required as well as consult on best practices to achieve compliance.

New Company Registration In line with The Companies Act, Close Corporations (CCs) have been discontinued. Companies must now register as either a profit or non-profit company. We can assist with registering new companies under these banners as well as provide advice and resources for companies that have experienced trouble with the conversion of a CC. Annual returns need to be compiled and submitted in a specific format and time-frame. We will lodge and file annual returns with the CIPC (Companies and Intellectual Property Commission). Changes Of Ownership and/or Directors. The Companies Act stipulates that changes in directorship (and/or appointed secretary) must be filed with the CIPC (Companies and Intellectual Property Commission) to notify them of the change. We can assist with compiling and submitting the necessary documentation to advise of changes to the directorship in the prescribed manner, showing that resolution of the change was accepted by all directors of the company.

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Amendments To Registered Company Details

Registered company details include the official address for the company. By law, companies must keep this information up to date at all times. The Companies Act then further mandates that companies must keep records of their minutes, resolutions, decisions, financial statements and share register at the location specified in their registration details.

If records are not kept at its registered address, the company must file the location of their records with CIPC.

We assist with completion and submission of the required form to notify changes to a registered address or location of records.

Amendments To And Transfers Of Shareholding

Changes to the shareholding agreement may constitute a change to the Memorandum Of Incorporation (MOI). The MOI is a mandatory legal agreement specifying the rules for the companies conduct, as agreed by its owners, and is drawn up at the inception of a new company.

Should changes to the shareholding agreement (if separate to or incorporated in the MOI) need to be consistent with your MOI as well as The Companies Act.

We can guide you in this regard as well as file the required paperwork to enforce changes in shareholding.

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