How to deregister a company
Estimated Reading Time: 2min
Deregistering a company is a significant step that demands careful attention to detail and adherence to specific protocols. In this guide, we'll walk you through the essential steps to ensure a smooth deregistration process. Whether your company is facing automatic deregistration due to non-compliance or you've decided to voluntarily deregister, understanding the steps involved is crucial.
Automatic deregistration: know the triggers:
If your company fails to file two or more consecutive annual returns, the Companies and Intellectual Properties Commission (the CIPC) will initiate the deregistration process. After five or more missed annual returns, the company will be moved into "AR Final Deregistration," ceasing to exist as a legal entity. Additionally, anyone can manually refer a company for deregistration, provided it has ceased operations and has no assets or insufficient assets for liquidation, supported by proof.
Step-by-step guide for voluntary deregistration:
Step 1: Ensure tax and annual returns compliance:
Before proceeding, ensure your company is listed on SARS eFiling, allowing you to request essential tax certificates. It's vital to be tax-compliant with SARS and up-to-date with CIPC annual returns, even if your company has been dormant. This safeguards against unnecessary penalties.
Step 2: Gather supporting documents:
Prepare certified IDs for all directors/members/shareholders, a SARS-certified tax clearance proving the absence of outstanding tax obligations, and a requisition letter to the CIPC stating your intent to deregister. The letter must be signed by all active directors/members.
Step 3: Compose your deregistration letter:
Include the date of the request, address it to the CIPC, and provide the company name, registration number, and income tax number.
Step 4: Submission:
Submit the deregistration letter and supporting documents to deregistrations@cipc.co.za.
Important considerations:
Dormant Company Clarification: A dormant company is one that has not actively traded for the full year of assessment.
SARS Appointment: A written request for deregistration can be submitted via an appointment with SARS, accompanied by proof of CIPC deregistration.
Compliance Updates: Keep both your CIPC annual returns and SARS tax returns up to date to avoid penalties.
Strict SARS Penalties: Be aware that SARS imposes strict penalties for non-submission or late submission of company tax returns, even for dormant companies.
Deregistration Timeline: The process can take 3-12 months, so follow up with the CIPC to ensure all documents are received and the deregistration is progressing.
Deregistering your company involves a systematic approach, and being well-informed is key to a successful process. By following these steps and understanding the critical considerations, you'll navigate the deregistration journey with confidence. Keep in mind that seeking professional advice can provide further assurance and ensure compliance with all regulatory requirements.
InfoDocs Help Desk
What is the CIPC?
The Companies and Intellectual Property Commission ("CIPC") is the South African government agency responsible for the registration and maintenance of companies and intellectual property rights, including patents, trademarks, and copyrights. It plays a critical role in the business landscape, enforcing compliance with relevant legislation and ensuring transparency and accountability in business operations.
Deregistering a company is a significant step that demands careful attention to detail and adherence to specific protocols. In this guide, we'll walk you through the essential steps to ensure a smooth deregistration process. Whether your company is facing automatic deregistration due to non-compliance or you've decided to voluntarily deregister, understanding the steps involved is crucial.
Automatic deregistration: know the triggers:
If your company fails to file two or more consecutive annual returns, the Companies and Intellectual Properties Commission (the CIPC) will initiate the deregistration process. After five or more missed annual returns, the company will be moved into "AR Final Deregistration," ceasing to exist as a legal entity. Additionally, anyone can manually refer a company for deregistration, provided it has ceased operations and has no assets or insufficient assets for liquidation, supported by proof.
Step-by-step guide for voluntary deregistration:
Step 1: Ensure tax and annual returns compliance:
Before proceeding, ensure your company is listed on SARS eFiling, allowing you to request essential tax certificates. It's vital to be tax-compliant with SARS and up-to-date with CIPC annual returns, even if your company has been dormant. This safeguards against unnecessary penalties.
Step 2: Gather supporting documents:
Prepare certified IDs for all directors/members/shareholders, a SARS-certified tax clearance proving the absence of outstanding tax obligations, and a requisition letter to the CIPC stating your intent to deregister. The letter must be signed by all active directors/members.
Step 3: Compose your deregistration letter:
Include the date of the request, address it to the CIPC, and provide the company name, registration number, and income tax number.
Step 4: Submission:
Submit the deregistration letter and supporting documents to deregistrations@cipc.co.za.
Important considerations:
Dormant Company Clarification: A dormant company is one that has not actively traded for the full year of assessment.
SARS Appointment: A written request for deregistration can be submitted via an appointment with SARS, accompanied by proof of CIPC deregistration.
Compliance Updates: Keep both your CIPC annual returns and SARS tax returns up to date to avoid penalties.
Strict SARS Penalties: Be aware that SARS imposes strict penalties for non-submission or late submission of company tax returns, even for dormant companies.
Deregistration Timeline: The process can take 3-12 months, so follow up with the CIPC to ensure all documents are received and the deregistration is progressing.
Deregistering your company involves a systematic approach, and being well-informed is key to a successful process. By following these steps and understanding the critical considerations, you'll navigate the deregistration journey with confidence. Keep in mind that seeking professional advice can provide further assurance and ensure compliance with all regulatory requirements.
InfoDocs Help Desk
What is the CIPC?
The Companies and Intellectual Property Commission ("CIPC") is the South African government agency responsible for the registration and maintenance of companies and intellectual property rights, including patents, trademarks, and copyrights. It plays a critical role in the business landscape, enforcing compliance with relevant legislation and ensuring transparency and accountability in business operations.
Updated on: 29/01/2024
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