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Property Focus
March 27, 2013

Company deregistration: New procedures

G&T_CIPCCIPC (the Companies and Intellectual Property Commission) has published new procedures for deregistration of companies and close corporations.

You can apply to voluntarily deregister your corporate if either:

  • It has ceased to carry on business, or
  • It either has no assets, or inadequate assets for it to be liquidated.

There are no forms to complete, just a letter on your company letterhead confirming its status and enclosing either:

  • A tax clearance certificate, or
  • A written confirmation from SARS that there is no tax liability outstanding.

Don’t try to do it without professional assistance 

There are several other formalities to be complied with, and also consequences to deregistration that you need to be prepared for including:

  • Loss of CIPC protections for your corporate’s name
  • Although the company will no longer exist as a legal entity, its debts survive (albeit unenforceable against the company itself).  As a result there is:
    • Continuing liability under any personal suretyships you may have signed, and
    • Continuing personal liability for any directors, “prescribed officers” (broadly, senior managers with “general executive control”) and shareholders who may have become liable for any company debt “in respect of any act or omission that took place before the company was removed from the register”.

© DotNews, 2005-2013. This article is a general information sheet and should not be used or relied on as legal or other professional advice. No liability can be accepted for any errors or omissions nor for any loss or damage arising from reliance upon any information herein. Always contact your legal adviser for specific and detailed advice.

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