Company Registration Companies In South Africa

Registering a company in South Africa costs R175 for a standard CIPC filing or R475 for a customised Memorandum of Incorporation, takes five to seven business days from a clean name reservation, and produces a private, non-profit, public or personal liability company registered under the Companies Act 71 of 2008. Law-firm-led incorporations cover the legal layer that bare filing services do not — a tailored MOI, a shareholders’ agreement, the SARS company-tax registration and the CIPC Beneficial Ownership filing rolled into one engagement. Burger Huyser Attorneys runs company registrations from its Linden (Randburg) head office through its commercial-law practice.

What You’re Actually Registering (and Why the Entity Type Matters)

A “company” in South Africa is any juristic person incorporated under the Companies Act 71 of 2008 and registered with the Companies and Intellectual Property Commission (CIPC). The Act is the controlling statute and the CIPC is the only national filing venue — no magistrate’s-court channel or provincial registry is involved at any stage of the incorporation. Every new company therefore ends up on the same CIPC register, regardless of where the founders or directors sit physically.

The principal profit and non-profit options on the CIPC’s menu are:

• Private Company ((Pty) Ltd) — minimum one director who must be a South African resident; maximum fifty shareholders; no minimum share capital; company income tax at 27%; the default vehicle for new South African businesses.
• Personal Liability Company (Inc.) — directors are jointly and severally liable for the company’s debts; the company name must end in “Incorporated” or “Inc.”; the typical vehicle for professional practices (lawyers, doctors, accountants, engineers); not registerable through BizPortal and must be filed through CIPC eServices.
• Public Company — shares may be offered to the public; subject to the enhanced governance and disclosure requirements of Chapter 3 of the Companies Act.
• State-Owned Company — listed in Schedule 2 or 3 of the Public Finance Management Act; not a standard private-sector vehicle.
• Non-Profit Company (NPC) — incorporated for a public-benefit purpose, minimum three directors, the name ends in “NPC”; eligible to apply for PBO tax-exempt status through SARS, but that application is separate from the CIPC incorporation.

Close corporations still exist on the register under the older Close Corporations Act 1984, but no new ones can be formed. Existing CCs may convert to companies under the Companies Act using form CoR18.1 alongside a CoR15.1A or CoR15.1B MOI; many professional practices and family businesses make that conversion when they next redraft their constitutive documents.

The CIPC Filing Process, Step by Step

Incorporation itself runs through a fixed CIPC sequence. The exact path depends on whether the founder is using BizPortal (CIPC’s paperless self-service portal) or CIPC eServices, but the underlying steps are the same:

1. Decide on the entity type — (Pty) Ltd is the default; Inc. for professional practices; NPC for public-benefit work — and identify the registered office address and each director’s residential address.
2. Reserve up to four proposed company names on the CIPC portal using form CoR9.4 — fee R50 per reservation, valid for six months from the date of CIPC written confirmation. Name reservation is technically optional (a company can be incorporated under its registration number alone) but reserving a name is standard practice.
3. Lodge the incorporation application on CoR14.1 together with the Memorandum of Incorporation on CoR15.1A (standard MOI, fee R175) or CoR15.1B (customised MOI, fee R475), identifying each incorporator and director by ID number.
4. Submit identity verification through BizPortal — which runs real-time verification against the Department of Home Affairs so no certified ID copy is needed — or submit certified ID copies if filing through CIPC eServices.
5. Pay the relevant CIPC fee through the customer’s CIPC account or by debit/credit card on BizPortal.
6. Receive the CoR14.3 registration certificate and the filed MOI from the CIPC. This is the moment the company legally comes into existence.
7. Roll the new company into SARS for an income-tax reference number, into the CIPC Beneficial Ownership register (mandatory for every company), and — if turnover is expected to exceed R1 million in any twelve-month period — into SARS eFiling for VAT registration. A law-firm-led engagement typically bundles all of these into one instruction.

CIPC Fees and the Cost of Filing It Yourself

The CIPC’s own fees are fixed and published on its site. The headline figures below come from the CIPC’s published company forms and fees schedule:

Item	CIPC fee	Form
Name reservation (optional)	R50	CoR9.4
Incorporation with a standard MOI	R175	CoR14.1 + CoR15.1A
Incorporation with a customised MOI	R475	CoR14.1 + CoR15.1B
co.za domain registered at incorporation (CIPC/ZADNA)	R51.75	—
Electronic disclosure certificate	R30	—
Certificate relating to company information	R20	—
Reinstatement of a deregistered company	R175	—

BizPortal charges an internal fee on top of the CIPC statutory fees, and form-fill service providers in the SERP market advertise entry-level packages from R985 (Starter Pack: name reservation + (Pty) Ltd + SARS tax number + CoR14.3) up to R1,450 (Business Essentials: + share certificates, Beneficial Ownership filing, MOI, annual-return reminders and priority turnaround). A law-firm engagement covers the same statutory fees but adds the legal layer — drafted MOI, drafted shareholders’ agreement, SARS representation and continuity into the firm’s commercial-law practice — at a fee agreed after a first consultation.

What a Law-Firm Incorporation Adds Beyond the R985 Online Service

The form-fill packages that dominate the SERP for this query are efficient at the CIPC filing layer but do not produce the documents that govern the relationship between the founders once the company exists. A law-firm-led engagement closes that gap. At Burger Huyser Attorneys, the commercial-law practice bundles the following into a single instruction:

• A drafted Memorandum of Incorporation that fits the actual relationship between the shareholders, instead of the CIPC’s default CoR15.1A wording — including customised provisions on share rights (section 37(1)), board composition, transfer restrictions and pre-emption rights (section 39(3)), financial-assistance restrictions (section 45(2)), and any longer minimum notice periods the parties want written in.
• A shareholders’ agreement covering pre-emptive rights, drag-along and tag-along, deadlock resolution, exit events and the valuation mechanics when a shareholder leaves — the document that the R985 form-fill services do not produce at all.
• The SARS company-income-tax registration (automatic on BizPortal; manual via the IT77 form on CIPC eServices) and a registered SARS representative appointed on SARS eFiling.
• The CIPC Beneficial Ownership filing under the Companies Act, mandatory for every company — late or non-compliant filings attract penalties.
• A resolution and share-certificate pack, with professional share certificates required for bank accounts, B-BBEE verification and most tender-compliance setups.
• A standing relationship with the firm’s commercial-law practice for follow-on work: lease agreements, employment contracts, shareholders’-agreement variations, and acquisitions or disposals.

Choosing the Right Entity for Your Situation

The entity choice shapes the company’s tax position, governance burden, and the personal exposure of its directors for years to come. The table below sets out the practical decision framework:

Use case	Vehicle	Director minimum	Tax treatment	Key limitation
Single-owner operating business with limited liability	(Pty) Ltd	1 (SA resident)	27% company tax	Cannot offer shares to the public
Professional practice (law, accounting, medicine, engineering)	Inc.	1 (or more)	27% company tax	Directors personally liable for company debts
Charity, NGO or community project	NPC	3	Eligible to apply for PBO tax exemption via SARS (separate from CIPC)	No shareholders; distribution of profits restricted
Group with multiple classes of shareholders, capital-raising plans or a future IPO	Public company	3	27% company tax	Subject to Chapter 3 enhanced accountability requirements
Solo shareholder, low risk, simple structure	(Pty) Ltd with one director and one shareholder	1	27% company tax	Decision-making bottleneck if shareholder disagreements arise

Where the choice is between a (Pty) Ltd and an Inc., the deciding factor is usually whether the founders’ professional body requires personal accountability — a single factual question that determines the entity, the MOI content and the directors’ exposure for the life of the practice.

The Memorandum of Incorporation (MOI) — Why a Customised One Usually Pays for Itself

The MOI is the company’s constitutional document — it ranks second only to the Companies Act itself in the governance hierarchy, and the CIPC will accept only the version filed on the CoR15.1 series. The CIPC’s standard template (CoR15.1A) covers the minimum statutory content; most sophisticated incorporations move to a customised MOI on CoR15.1B so the company can lock in specific share classes, transfer restrictions, board structures and dispute-resolution mechanisms.

Customisation typically addresses:

• the rights and limitations of each share class (section 37(1));
• pre-emption rights on share issuance (section 39(3));
• financial-assistance restrictions (section 45(2));
• election to adopt the extended accountability requirements of Chapter 3 of the Act (section 34(2));
• meeting-notice periods and electronic participation in directors’ and shareholders’ meetings;
• rules around director appointments, removals and remuneration.

The fee difference between the standard and customised MOI is R175 versus R475 at the CIPC — a R300 statutory uplift. The legal-drafting layer that surrounds the customised MOI is the value-add a firm offers, not the R300 itself.

The Shareholders’ Agreement — The Document the R985 Services Don’t Touch

A shareholders’ agreement is a private contract between the shareholders that runs alongside the MOI. The MOI governs the company’s external relationship with the world; the shareholders’ agreement governs the internal relationship between the shareholders. The CIPC will not accept the shareholders’ agreement for filing — it is held by the parties — but it is typically the most heavily negotiated document in any multi-shareholder incorporation, covering pre-emptive rights on transfers; tag-along and drag-along rights; deadlock resolution (shoot-out or Russian-roulette mechanism agreed up front); event-of-default triggers and remedies; valuation mechanics and fair-value adjustments on exit; restrictions on competition; and good-leaver / bad-leaver share-vesting. The shareholders’ agreement is also where investors, employees and minority shareholders typically bargain for protection the MOI cannot grant — board representation, reserved-matter approvals, anti-dilution, exit windows.

Timeline and What to Bring to the First Consultation

On a clean file, name reservation takes one to two business days through either BizPortal or CIPC eServices, and incorporation completes within five to seven business days after that. Priority-processed packages some third-party services advertise can compress the window to three to five business days, but that timeline is driven by the CIPC’s queue, not by the service provider’s own turnaround. To keep the file clean and avoid CIPC back-and-forth, the following should be at hand for the first consultation:

Item	Why it matters
Certified ID copy of every incorporator and director	Not required for a BizPortal filing (real-time Home Affairs verification), but useful as a backup if filing via CIPC eServices
Proof of physical address for each director (not older than three months)	Required as part of the CoR14.1 application
Proposed company name(s), ranked in order of preference	Up to four can be reserved on a single CoR9.4
Proposed share structure and share-class rights	Drives whether a customised MOI is needed
Short note on the business purpose	Identifies any sector-specific licensing implications (FSCA, DoH, etc.)
Confirmation of contributors (cash vs IP vs going concern)	Drives the share-issue mechanics and any section 45 financial-assistance considerations
Foreign-national status of any shareholder	Drives the visa and Exchange Control considerations

It also helps to arrive with a clear view on whether the shareholders’ agreement, employment contracts and restraint undertakings need to be drafted at the same time — drafting them together keeps the MOI, shareholders’ agreement and employment documents internally consistent, which is cheaper than revisiting them six months later.

Post-Incorporation Compliance and Where the Firm Continues to Help

Once the CoR14.3 registration certificate is in hand, the company’s compliance calendar starts running. Burger Huyser’s commercial-law practice continues the engagement across the items that fall in the first year:

• CIPC Annual Return — filed every year on the company’s anniversary; late filings attract penalties and can lead to deregistration.
• Beneficial Ownership filing — maintained as directors and ultimate owners change.
• SARS income-tax returns (ITR14) — and, once turnover exceeds the R1 million threshold, VAT registration within 21 days of crossing the threshold.
• UIF and Compensation Fund registration — once the first employee is taken on.
• B-BBEE certificate or EME affidavit — if tender or supply-chain work is in mind.
• Subsequent share issues, share transfers, director appointments and changes to the registered office — filed on the CoR21.1, CoR24, CoR21.2 and CoR20 series of forms.

Company Registration in South Africa: CIPC Filing Service with Gauteng Branch Intake

Frequently Asked Questions

How long does company registration take in South Africa?

Name reservation typically takes one to two business days through BizPortal or CIPC eServices; a clean incorporation completes within five to seven business days after that, depending on the CIPC’s queue. Priority-processing packages offered by third-party services can compress this to three to five business days. From first instruction to a CoR14.3 registration certificate in hand, the realistic window is one to two weeks.

How much does it cost to register a (Pty) Ltd in South Africa?

The CIPC’s own fees are fixed (R50 for an optional name reservation, R175 for a standard-MOI incorporation, R475 for a customised-MOI incorporation, plus R51.75 if a co.za domain is registered at the same time). Third-party registration services quote from R985 (basic form-fill plus SARS tax number) to R1,450 (priority package including share certificates, Beneficial Ownership filing, MOI and annual-return reminders). A law-firm-led engagement bundles the same CIPC filings with a drafted MOI, shareholders’ agreement, SARS setup and Beneficial Ownership filing under one fee, agreed after a first consultation at Burger Huyser’s Linden head office or any Gauteng branch.

What is the difference between a (Pty) Ltd and an Inc., and when does it matter?

Both are companies under the Companies Act 71 of 2008 and both have juristic personality. A (Pty) Ltd gives its directors and shareholders limited liability — they stand to lose only their capital contribution. An Inc. (Personal Liability Company) keeps the corporate structure but makes the directors jointly and severally personally liable for the company’s debts, the same position as partners in a partnership. Personal liability companies are commonly used by professionals such as lawyers, accountants, doctors and engineers, often because the relevant professional body requires directors to be accountable for their own professional conduct and the company’s liabilities. For most operating businesses the (Pty) Ltd is the right vehicle; the Inc. is reserved for professional practices where that personal accountability is the point.

Do I actually need a lawyer to register a company, or can I do it through BizPortal myself?

For a single-director, single-shareholder (Pty) Ltd with a standard MOI and a vanilla share structure, BizPortal is a workable DIY route and is the cheapest path to incorporation. A lawyer adds value where any of the following is true: there are two or more shareholders (shareholders’ agreement becomes important); there are different share classes, vesting schedules or anti-dilution provisions (customised MOI is needed); the business involves a regulated sector or a going-concern contribution; foreign shareholders are involved (visa and Exchange Control considerations); or the founders want to lock in place a governance framework that a standard MOI does not support. Burger Huyser Attorneys runs both the DIY-style and the fully-drafted incorporation path through its commercial-law practice.

What is the difference between the MOI and the shareholders’ agreement?

The Memorandum of Incorporation is the company’s public constitutional document filed with the CIPC; it governs the company’s relationship with the outside world and ranks below only the Companies Act itself. The shareholders’ agreement is a private contract between the shareholders and ranks alongside the MOI; it governs the internal relationship between the shareholders, including pre-emptive rights, drag-and-tag provisions, deadlock resolution and exit mechanics. The CIPC will not accept the shareholders’ agreement for filing — it is held by the parties — but it is typically the most heavily negotiated document in any multi-shareholder incorporation.

Where do I file the company — with the CIPC or with a magistrate’s court?

With the CIPC, and only with the CIPC. There is no magistrate’s-court venue for company registration in South Africa; the Companies Act 71 of 2008 routes all incorporation filings through the CIPC’s national registry. The CIPC publishes its filed documents under the CoR (Companies and Intellectual Property Commission) form series. For an Inc. (Personal Liability Company), the filing has to go through CIPC eServices because BizPortal does not support personal liability company registrations.

Register your company with Burger Huyser Attorneys. For company registration in South Africa through a law firm rather than a form-filling service, contact Burger Huyser Attorneys’ commercial-law practice on 011 888 0246 (after-hours 061 516 6878) or visit the Linden head office at 49 First Avenue, Linden, Randburg, 2195. The firm’s commercial-law work is fielded by attorneys including Mari Köhne and consultant J’Retha van Rensburg, and the engagement covers the CIPC filing, a tailored Memorandum of Incorporation, a shareholders’ agreement, the SARS company-income-tax registration, and the CIPC Beneficial Ownership filing in one instruction — with continued post-incorporation support through the firm’s broader commercial-law practice.

Client intake is also available at any of Burger Huyser’s Gauteng branches:

Branch	Telephone
Sandton	011 253 3080
Pretoria (Menlyn)	012 471 5700
Centurion	012 644 4990
Bedfordview	011 201 7190
Alberton	011 439 3990
Roodepoort	011 668 0030
Midrand	010 022 4082

The firm carries a 4.8/5 average across 250+ Google reviews (Trustindex verified “Top Rated Law Firm in South Africa”) and is a member of the Johannesburg and Pretoria Attorneys Associations. The Commercial Law Firm of the Year 2025 award (5 Star Lawyers Awards 2025) is the most relevant of the firm’s awards for this service line.