Registration Information

To be able to add or change information, that is linked to your enterprise, you must first register. This registration is merely a mechanism whereby we will ensure that only you can effect changes to your enterprise information. During registration you will be asked to provide a password and various contact information. The password, along with your enterprise number, will be used to gain access to the interface that will allow you to effect changes. The contact information will be used to verify your registration before your registration is approved.

After successful registration, you will be able to add or change the following information: -

Password	The password that is used for logging into the change interface. Compulsory Information
Telephone Area Code	The area code used by the general public to contact your organisation.
Telephone Number	The phone number used by the general public to contact your organisation.
Fax Area Code	The area code used by the general public to send faxes to your organisation.
Fax Number	The fax number used by the general public to send faxes to your organisation.
Email Address	A contact email address used by CIPRO staff to keep you up-to-date with news about services being made available on this web site. This email address is also made available to the general public. Compulsory Information
Docex Address	If you have a docex address and would like to make it known to the general public, you can supply it here.
Web Site Address (URL - Unique Resource Locator)	If your organisation has a web site on the Internet and would like to make the URL available to the general public, you can add the URL here. The URL is shown as a hyperlink when viewing enterprise information.
Additional Information	Any information that you may think is relevant to promoting your organisation or any other general information that you would like to make available through this web site. Maximum of 1500 characters.
Name of Responsible Person	The name of the person, within your organisation, who is usually responsible for keeping this information up to date. This information is not made available to the general public but is used by CIPRO staff to verify that registrations are bona fide. Compulsory Information
Contact Phone Number of Responsible Person	This information is not made available to the general public but is used by CIPRO staff to verify that registrations are bona fide. Compulsory Information

Login

Use your enterprise number (without the slashes) and the password that you supplied during registration to gain access to the interface that will allow you to effect changes to your information.

Please note: - Passwords ARE case sensitive. Thus, if your password is DingBat, supplying the password Dingbat, dingbat or dingBat will cause a login error.

Special Resolution Requirements

It relates to any changes to the existing name ,main business and object as well as amendments to the memorandum and articles of association of a company.

Changes are done in accordance with section 199(1) and 200(1) Act 61 of 1973 as amended.

1.  Change of Name, Translated or Shortened Name of a Company

Forms Required	Cost	Description of Forms
CM5	Must be Approved	Application of Reserved Name
CM9 (1 application and 2 certificates )	R30	Application of Change of Name
CM7 (if applicable)	R30	Registration of a shortened or translated name
CM9A (1 application and 2 certificates)	R30	Application of change of a shortened or translated name
CM9B (if applicable)	R5	Deregistration of a shortened or translated name
CM26	R80	Contents of changes of the company
Notice	N/A	If 21 clear days notice was given
Notice plus CM25	N/A	If less than 21 clear days notice was given
CM25A	N/A	If no notice was given

2.  Change of Main Object and Main Business

Forms Required	Cost	Description of Forms
CM26	R80	Contents of changes of company
Notice		If 21 clear days notice was given
Notice plus CM25		If less than 21 clear days notice was given
CM25A		If no notice was given

3.  Amendment to the Memorandum and Articles

Description of Amendment	Forms Required	Costs	Description of Forms
Delete Conditions	CM18	R20	Court order for Registration
Conversion into Share Block	CM26
	CM9	R30
	Notice		If 21 clear days notice was given
	Notice plus CM25		If less than 21 clear days notice was given
	CM25A		If no notice was given
	Approved CM5
	New memorandum and articles of association
Conversion from a Share Block	CM26	R80
	CM9	R30
	Approved CM5
	Notice/notice plus CM25/ CM25 New memorandum and articles of association Letter to confirm that no further shares have been issued or no waiver of rights
Conversion from one type of company to another	CM26	R80	Contents of the resolution
	CM45	R40	Certificate of incorporation relating to the conversion of one type of form of company into another type of form of company
	Notice		If 21 clear days notice was given
	Notice plus CM25	N/A	If less than 21 clear days notice was given
	CM25A	N/A	If no notice was given
	New articles
	Notice published in the government gazette, three weeks prior to the date of the meeting, except for the conversion from a private to a public with a share capital only
Increase of Capital	CM26	R80
	Notice
	Notice plus CM25
	CM25A
	CM11	R5 for each R1000 of increasing	Payment of fees on increase of capital
Buy back of shares	The articles of the company must allow the company to do that
	A general authority by special resolution
	CM14A
	Statement by the directors in terms of Sec 85
Payments to shareholders	The articles of the company must allow the company to do that	R80
	CM14A
	Statement by the directors in terms of Sec 90
Reduction of par value of shares and stated capital	CM26 (if authorized by the articles)	R80
	CM14A
	Statement
Redemption of shares	CM19		Notice of redemption of redeemable preference shares
	Special resolution in terms of section 98(2) of the Companies Act
Issues of shares	CM15		Return of allotment of shares
	Special resolution in terms of section 82 of the Companies Act

Allotment Of Shares – CM15 Section 93(3) Of The Companies Act 1973

A Form CM15 is a return form lodged by a company to notify the Registrar that it has allotted shares, stating the particulars of the nominal and previously issued share capital or stated capital and the number and description of the shares comprised in the allotment. The form must be lodged within one month after the shares were allotted otherwise a penalty of R150 must be paid.

Allotment Which Has Become Void – CM16 Section 93(4) Of The Companies Act 1973

A Form CM16 is a return form lodged by a company to notify the Registrar that the allotment of shares has become void. Reasons must be stated on the form why it happened, non-payment for shares or too much shares allotted and never paid for. The form must be lodged within one month after the date on which such allotment became void, but no penalty charged for late lodgment.

Redemption Of Redeemable Preference Shares – CM19 Section 98 Of The Companies Act 1973

A Form CM19 is lodged by a company to notify the Registrar that its redeemable preference shares have been redeemed. The articles of association of the company must contain the rights attached to the shares and also specify the manner and date of redemption. The form must be lodged within one month from the date of redemption but no penalty charged for late submission.

Acquisitions By A Company Of Shares Issued By It / Payments To Shareholders – CM14A Sections 85, 87 & 90 Of The Companies Act 1973

A Form CM14A is lodged by a company to notify the Registrar of the acquisition of or payments to shareholders done by the company. The articles of association must provide the power to buy-back shares and to do payments to shareholders. A Special Resolution required for a general approval or a specific approval. The statement by the directors regarding the adequacy of capital after the buy-back must be attached to the CM14A with lodgment in terms of section 85 of the Companies Act. The form must be lodged within 1 month from the date of acquisition but no penalty charged for late submission.

Procedure To Verify Information On Above Forms

CM15

1. Verify name and registration number of the company.
2. Item 1 – Check date of allotment, CM15 must be lodged within 1 month from the date of allotment.
3. Item 2 – Verify authorized capital.
4. Item 3 – Shares subscribed for in the memorandum – with incorporation.
5. Item 4 – Verify shares previously issued from last CM15 on record.
6. Item 5 – This is the new allotment.
7. Item 6a, b & c – Shares allotted otherwise than for cash.
8. Item 7 – Total issued capital at present.
9. The CM15 must be signed by the director / manager or secretary of the company.

1. Verify name and registration number of the company.
2. Item 1 - Verify authorized capital.
3. Item 2 - Check previous issued capital from last CM15 on record.
4. Item 3 – Particulars of allotment which has become void.
5. Item 4 – Reasons for allotment becoming void.
6. Item 5 – Total issued capital at present.
7. The CM16 must be signed by the director / manager or secretary of the company.

1. Verify name and registration number of the company.
2. Item A – Authorized and previous issued capital.
3. Item Bi – Shares redeemed out of profits.
4. Item Bii – Shares issued out of the proceeds of a fresh issue of new shares, a special resolution required if ordinary shares are issued in place of shares redeemed.
5. Item C – New shares issued in lieu of shares redeemed.
6. Item D – Capital after redemption.
7. The CM19 must be signed by the director / manager or secretary of the company.

1. Verify name and registration number of the company.
2. Item 1 – Authorized capital.
3. Item 2 – Previous issued capital.
4. Item 3 – Payments regarding share premium account.
5. Item 4 – Particulars of acquisition.
6. Item 5 – Issued capital at present.
7. The CM14A must be signed by the director / manager or secretary of the company.

Company Liquidation - How to place a company in voluntary winding up

Modes of winding up:

1. A company may be wound up –
   1. by the court in terms of section 344; or
   2. voluntary in terms of section 349
2. A Voluntary winding-up of a company may be –
   1. a creditors’ voluntary winding-up in terms of section 349 & 351; or
   2. a members’ voluntary winding-up in terms of section 349 & 350.

Documents	Purpose	Fees
CM26 (in duplicate)	Special Resolution	R80.00 revenue, original stamped
CM25A	Waiver of notice	-
CM25	Waiver of period of notice	-
A COPY OF NOTICE TO SHAREHOLDERS MEETING	To notify shareholders about the meeting to be held	-
JM12 LETTER (required in terms of members voluntary winding up)	Proof for security that it has been furnished to the satisfaction of the Master, or the Master has dispensed with the furnishing of such security	-

Appointment of a Liquidator

The following are standard documents to be lodged

Documents	Purpose	Fees
CM40	Appointment as Liquidator / provisional judicial manager/ judicial manager	-

How To Place A Company In Provisional / Final Liquidation/ Provisional Judicial Manager

The following are standard documents to be lodged

Documents	Purpose	Fees
Court order (original signed dated and stamped)	Provisional liquidator / Final liquidator / Provisional judicial management / Judicial management	-

How To Set Aside A Company From Liquidation

The following are standard documents to be completed and lodged

Documents	Purpose	Fees
CM18	Order of court for registration	R20.00 revenue, original stamped
Court order original signed dated and stamped	To set aside a liquidation of a company	-

How To Place A Company In Dissolution Status

The following are the standard documents to be lodged

Documents	Purpose	Fees
419 (1) Certificate (issued by the Master of the Supreme Court original signed dated and stamped)	Dissolution certificate	-