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CIPC - New Requirements

The Companies and Intellectual Property Commission's ("CIPC") Annual Return is a statutory requirement in Section 33(1) of the Companies Act 71 of 2008
(as amended) ("Companies Act"). The requirement means that every company must file an Annual Return in the prescribed form, with the prescribed fee, and
within the prescribed period after the anniversary of the date of its incorporation. All companies and close corporations are required by law to lodge their Annual Returns with the CIPC.

The CIPC issued Notice 52 of 2019 announced that new requirements will apply for companies to declare their compliance status to specific sections of the Companies Act in the form of a CIPC Compliance Checklist. As from 1 January 2020 the CIPC Compliance Checklist is mandatory to complete before submitting a company's Annual Return with the CIPC.

The Compliance Checklist is applicable to all companies, including state-owned companies, non-profit companies, private companies, personal liability companies and public companies. At this stage the checklist does not apply to close corporations.

The objectives of the Compliance Checklist is to ensure compliance of the mandatory requirements of the Companies Act. The Checklist will further serve as
an educational tool for directors and company secretaries, in guiding them with regards to their responsibilities in terms of the Companies Act. CIPC will utilise
the Checklist to monitor and regulate proper compliance with the Companies Act and if trends of non-compliance appear, to act accordingly.

The Compliance Checklist comprises of 24 questions with "yes", "no" or "not applicable" answer options. Companies are prompted to indicate whether they complied with a particular section during the previous calendar year.

The checklist will ask if a company has complied with a section of the Act but will not explain what the section is about. The questionnaire does not allow respondents an opportunity to explain their responses.

Therefore, it is recommended that respondents document their interpretations of every section, so that they can account for their responses should they be
questioned by the CIPC, especially given that there are serious consequences for giving incorrect information.

For any questions or specific points of clarification on the Compliance Checklist send email to

 New Requirements.JPG
 New Requirements.pdf

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