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What is Beneficial Ownership Filing

Beneficial ownership filing involves disclosing individuals who have significant control over or benefit from a company. This transparency aims to combat money laundering, terrorism financing, and other financial crimes.

NB: For an in-depth reading, click here.

Which Entities Must File?

The following entities must file beneficial ownership information with the CIPC:

  • Private Companies (PTY)
  • Close Corporations (CC)
  • Non-Profit Companies (NPC)
  • State-Owned Companies (SOC)
  • Personal Liability Companies (PLC)
  • Public Companies (LTD)

Exempt Entities :

  • Primary Co-Operatives (co-ops) are not required to file.

Who Qualifies as a Beneficial Owner?

Beneficial owners are individuals who directly or indirectly own or control at least 5% of the company. Examples include:

  • Shareholders (PTY): Individuals, companies, or trusts holding 5% or more of shares.
  • Members (CC/PLC): Individuals with at least 5% interest.
  • Directors (NPC without members) or members (NPC with members).
  • If the state is a shareholder. The minister would be the beneficial owner

Deadlines

  • Initial Filing:
    • Companies registered before 24 May 2023: File by the company’s next anniversary date (or within 30 days).
    • Companies registered after 24 May 2023: File within 10 days of incorporation.
  • Updates to Filing:
    • Any changes must be reported within 10 days.
  • Annual Return Linkage (Post-1 July 2024):
    • Companies cannot file annual returns without completing beneficial ownership filing for the year.
  • Compliance Enforcement (January 2025):
    • Non-compliant companies face restrictions on transactions with the CIPC, compliance notices, fines, or deregistration.

Documents Required for Filing

  1. Mandate to Lodge Beneficial Ownership (aka Ordinary Resolution)
  2. Register of Beneficial Interest
  3. Register of Securities
  4. Diclosure Form
  5. Certified ID/Passports of Beneficial Owners

For foreign beneficial owners, foreign verification of ID through CIPC is required before disclosure.

How to file and Costs

  • Manual option requiring independent preparation of supporting documents. If you have no time or clue how to prepare the documents, we have made easier for you. Please click here to get your templates only for R200.
  • We will assist you only for R990. Click here to get started.