Directors and company secretaries need to know that CIPC (the Companies and Intellectual Property Commission) has recommended that all companies – existing and new – ensure that their registered office is recorded as “the address where the administrative business of the company is conducted or, should they have more than one office, their principal office”. The common practice of using “an address for convenience” – normally the auditors’ address – should be discontinued.This follows a High Court decision to the effect that, due to differences between the old and new Companies Acts, a company’s “registered address” must now be the same as its “principal office”. Previously it was quite possible for a company to have two totally separate addresses, namely a “registered address” and a different “main place of business” (often referred to as the “principal place of business”).
No longer!
In the case in question, a dispute arose as to which Court had jurisdiction over a company subject to liquidation and business rescue applications. It was in the end found to fall under the sole jurisdiction of the Western Cape High Court because the company’s “central administration”, books and records, banking account etc were all situated in Cape Town.
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