Compliance Checklist

1. What is the Compliance Checklist?

Section 187(2) (b) of the Companies Act No. 71 of 2008 (as amended) empowers the CIPC to monitor proper compliance with the Companies Act.

To give effect to the above-mentioned section, the CIPC has introduced an Electronic Compliance Checklist Service on its E - Services website for directors of specific categories of companies to declare the compliance status of the company to specific sections of the Companies Act.

Section 215(2) (e) of the Companies Act states that a person commits an offence, who knowingly provides false information to the CIPC.

Section 216(b) of the Companies Act states that any person convicted of an offence in terms of the Companies Act is liable to a fine or to imprisonment for a period not exceeding 12 months, or to both a fine and imprisonment.

2. Why the need for the Compliance Checklist?

A key purpose of the Compliance Checklist is to serve as a knowledge tool for directors and other third parties in guiding them regarding their responsibilities in terms of the Companies Act.

The CIPC will utilise the Compliance Checklist to monitor and regulate proper compliance with the Companies Act, identify trends of noncompliance and to act on these accordingly.

3. When did the Compliance Checklist become Mandatory?

On 05 March 2020 and as per Notice 9 of 2020 the Compliance Checklist became mandatory.

4. Which category of company needs to submit a Compliance Checklist?

It is mandatory for the following category of company to submit a Compliance Checklist:

• Incorporated – Inc. (21).
• Proprietary Limited – (Pty) Ltd (07).
• Limited – Ltd (06).
• State Owned Company – SOC (30).
• Non-Profit Company – NPC (08).

5. How Does It Work

The Compliance Checklist is a free standalone service and can be accessed by logging onto the CIPC’s e-Services https://eservices.cipc.co.za/. Login and click on the Other/More Services icon, Business Maintenance and then on the Compliance Checklist link.

6. Compliance Year

Reference to Compliance Year in the Compliance Checklist is aligned to the anniversary date of a company’s incorporation. If for example, the company’s date of incorporation (anniversary date) is 5 May, the 2024 Compliance Year will run from 5 May 2024 until 4 May 2025. The 2024 Compliance Checklist must therefore be submitted by a company to the CIPC within 30 business days after the anniversary of the company’s date of incorporation.

As the Compliance Checklist became mandatory from 05 March 2020, the Compliance Year has been designed to default to two preceding years and will automatically default as each year is completed.

Therefore, in 2025, the Compliance Year defaulted to 2023 and 2024; in 2026, the Compliance Year will default to 2024 and 2025 etc.

7. Confirmation if the company’s annual financial statements are audited or independently reviewed

The director of the specific category of company, i.e.  Incorporated – Inc. (21); Proprietary Limited – (Pty) Ltd (07); Limited – Ltd (06); State Owned Company – SOC (30) or Non-Profit Company – NPC (08) would first need to confirm if the company’s annual financial statements are audited or independently reviewed.

SCENARIO ONE

If one has confirmed that the company’s annual financial statements are neither audited nor independently reviewed, one will not be required to complete the Compliance Checklist.

An automatic CIPC generated email message will be sent to all active directors of the company and to the person who submitted this information confirming this.

SCENARIO TWO

If one has confirmed that the company’s annual financial statements are either audited or independently reviewed, one must then proceed to complete the Compliance Checklist.

The Compliance Checklist must be answered on a “yes”; “no” or not applicable (“n/a”) basis and contains a comment box for each question, should a company wish to explain the specific answer given. 

Upon submitting the Compliance Checklist, an automatic CIPC generated email will be sent to all active directors of the company and to the person who submitted the Compliance Checklist confirming the information sent on behalf of the company.

8. What are the specific sections of the Companies Act that constitute the Compliance Checklist?

The specific sections are:

1. Section 4 – Solvency and liquidity test
2. Section 15 – Memorandum of Incorporation, shareholder agreements and rules of company
3. Section 26 – Access to company records
4. Section 27 – Financial year of company
5. Section 28 – Accounting records 
6. Section 29 – Financial statements 
7. Section 30 – Annual financial statements 
8. Section 32 – Use of company name and registration number 
9. Section 33 – Annual return
10. Section 44 – Financial assistance
11. Section 45 – Loans or other financial assistance to directors 
12. Section 50 – Securities register and numbering
13. Section 61 – Shareholders meetings
14. Section 66 – Board, directors and prescribed officers
15. Section 69 – Ineligibility and disqualification of persons to be director or prescribed officer
16. Section 70 – Vacancies on board 
17. Section 71 – Removal of directors 
18. Section 86 – Mandatory appointment of company secretary 
19. Section 90 – Appointment of auditor 
20. Section 92 – Rotation of auditors 
21. Section 94 – Audit committees 
22. Regulation 21 – Registered office of company 
23. Regulation 43 – Social and Ethics committee 
24. Schedule 1 – Provisions concerning Non –Profit Companies

Note: The specific sections and a description thereof can be found in a pdf document alongside each of the above-mentioned sections. 

9. How to rectify a mistake post submission of the Compliance Checklist

If you have submitted a Compliance Checklist with an error and wish to rectify the submission the following process is to:

Send an email to: This email address is being protected from spambots. You need JavaScript enabled to view it.

Subject Line: Data scrub Compliance Checklist - Name and Registration Number of the Entity.

Confirm in the format below:

1. The name and registration number of the company. 
2. The date on which the incorrect information was submitted.
3. The reason why the incorrect information was submitted. 
4. The customer code that was used to submit the information.
5. If the person submitting the compliance checklist had authority to submit on behalf of this company.
6. The specific Compliance Year that needs to be rectified.

Request that the CIPC scrub the incorrect information.  

Note: Please ensure that you provide the name and contact number of the person requesting the data to be cleared. Once this information is received, an internal CIPC request will be made to the CIPC I.T. Unit to clear the data. The Compliance Checklist Unit will then revert via email once the data has been cleared, thus allowing one to resubmit the Compliance Checklist.

10. General - Have questions about/or points of clarification regarding the Compliance Checklist?

Questions or specific points of clarification regarding the Compliance Checklist can be emailed to:  This email address is being protected from spambots. You need JavaScript enabled to view it.

Subject Line: Compliance Checklist Query - Name and Registration Number of the Entity.

Note: Please ensure that you provide the name and contact number of the person requesting clarity and/or a question regarding the Compliance Checklist.