CIPRO annual returns complicated processes result in CLOSE CORPORATIONS being de-registered

Close corporations (who are now required in terms of the new Companies Act to register annually with CIPRO) are being faced with complicated processess when sending annual returns to the Companies and Intellectual Property Registration Office (CIPRO) resulting in them being de-registered and unable to trade.

This is according to tax expert and Chairman of sofware payroll company NuQ, who says he has heard of a number of cases and infact had a similar experience when he recently submitted a Close Corporation annual return through CIPRO to avoid deregistration.

“I logged in as a customer and proceeded to do an Enterprise Enquiry on the CC name and registration number. I was notified that the annual return was late and that I could proceed to lodge same by following a link, which I duly did. After entering the Enterprise name, number and last turnover figure, I was presented with a list of ‘validation errors’ (outstanding/additional information on the CC) and a Close Corporation Annual Return page. I double checked all the data, completed all the mandatory fields and clicked on the ‘Verify Annual Return’ to submit the changes.”

He says that the annual return was successfully lodged and an amount of R250 was deducted off his account. A tracking number was further assigned to the submitted return.

He says that businesses should take note that the acceptance of the submitted turnover figure is subject to the acceptance of either an Amended Founding Statement and/or Close Corporation Amendment (CK2 & CK2A) which you need to print, sign (all members and/or accounting officer) and mail (not e-mail) to the Registrar of Close Corporations together with additional mandatory documentation.

He goes on to say that the acceptance of his supporting documentation was a headache. “We provided the required certified ID documents of all the members together with the accounting officer’s original written consent, only to receive correspondence stating that the form had been rejected and informed that he should ‘Kindly attach all members certified copies of ID and attach the original written consent of the accounting officer to his appointment’. He says he was baffled by this as he had already sent them exactly what they requested.

“The only logical assumption was that the certified ID documentation was not ‘clear’ enough and we re-copied and re-certified all the documentation,” he says.

The documentation was rejected once again. “This time the request was that the accounting officer’s consent should be on a business letterhead and as it had been so long since our first submission of the amended documentation, the original tracking number had expired and we needed to go through the whole process again to obtain a new printed Amended Founding Statement and Close Corporation Amendment (CK2 & CK2A) with a new tracking number on it!”

To avoid the rejection of your documentation and to speed up the amendment process Warren advises:-

1 Ensure that you have enough credit available on your CIPRO account.
2 Certified ID copies of all active and resigning members must be attached, as well as the ID of the representative who lodges on behalf of the CC. If no identity document has been issued, a written statement to this effect must be attached.
3 Form CK2A should be lodged for registration if changes occur in the particulars of the accounting officer, his address, the postal address of the corporation or the situation of its registered office.
4 Attach original letter from the Accounting Officer (if not on letterhead originally, make your own letterhead! i.e. forge it) for amended founding statement if any change of accounting officer details occur.
5 Where a person signs on behalf of a member, power of attorney must be attached.