Members of close corporations and directors of companies should take note of the following mandatory filings with CIPC each year.
1: ANNUAL RETURNS AND FINANCIAL ACCOUNTABILITY SUPPLEMENT (WHERE APPLICABLE)
As of 2005 all companies, and close corporations since 2008 (dormant ones included), are required by law to lodge their Annual Returns with CIPC every year, within 30 business days from the anniversary (incorporation) date. Failure to do so will result in the Commission assuming that the company is not doing business or not intending on doing business in the future. Non-compliance leads to penalties and may lead to deregistration after two years.
As from 01 July 2018 all companies and close corporations of which their Annual Financial Statements required to be Compiled or Independently Reviewed, in terms of the Companies Act 71 of 2008 and Regulations of 2011, and not to be audited, need to complete and file a Financial Accountability Supplement (FAS) together with the Annual Return – CIPC Notice 51 of 2016, Notice 42 of 2018 and Notice 52 of 2018 attached.
2: CONVERSION OF ANNUAL FINANCIAL STATEMENTS TO iXBRL (inline eXtensible Business Reporting Language)
It is mandatory for ANY Company or Close Corporation as from 01 July 2018 to convert and submit Annual Financial Statements (AFS) to CIPC via iXBRL with the Annual Return if any one of the following criteria applies – CIPC Notice 42 of 2018 and CIPC Notice 52 of 2018 attached.
HOW DO I KNOW I MUST FILE FINANCIALS TO CIPC VIA iXBRL?
- If an audit is required as per the Memorandum of Incorporation (MOI);
- Any private or personal liability company that has a PI score of 350 or more and the financials are compiled by an independent party (such as an external accountant);
- Any private or personal liability company that has a PI score of 100 or more and the financials are internally compiled (for example by its financial director or one of the owners); or
- If the entity holds assets in a fiduciary capacity for persons who are not related to the entity, and the aggregate value of such assets held at any time during the financial year exceeded R5M.
In terms of Section 33 of the Companies Act 71 of 2008 (“the Act”) read with Regulations 28,29,30 and 33 of the Companies Act Regulations of 2011 (“Regulations”).
3: CIPC COMPLIANCE CHECKLIST
In addition to filing the annual return, the CIPC has introduced a new requirement for companies to declare its compliance status in the form of a Compliance Checklist. The Compliance Checklist requires a company to confirm its
compliance with several sections of the Companies Act, No.71 of 2008, as amended, (the “Companies Act”).
This requirement is mandatory since March 2020 for all companies whose Annual Financial Statements are Audited or Independently Reviewed. At this stage Close Corporations, External companies and dormant companies are exempt from submitting the Compliance Check List. – Attached: CIPC’s latest Notice 9 of 2020 in connection with the CIPC Compliance Checklist.
If you have any enquiries, please do not hesitate to contact Elsabé le Roux at elsabe@fhbc.co.za