To appoint a company secretary with the Companies and Intellectual Property Commission (CIPC) in South Africa, you need to follow these steps:
- Eligibility: Ensure that the person you wish to appoint as a company secretary meets the requirements set out in the Companies Act of South Africa. Generally, any natural person who is at least 18 years old and has the necessary qualifications and experience can be appointed as a company secretary.
- Obtain consent: Before appointing someone as a company secretary, you must obtain their written consent to act in this role. The consent should be in writing and signed by the person you wish to appoint.
- Company resolution: Call a board meeting or convene a shareholders’ meeting, depending on the requirements of your company’s memorandum of incorporation (MOI). Pass a resolution to appoint the individual as a company secretary. Ensure that the resolution is properly recorded in the minutes of the meeting.
- Update company records: Prepare the necessary documentation to update your company’s records with the CIPC. This includes completing and submitting the necessary forms.
- CoR39 form: Complete Form CoR39, which is the Notice of Appointment of Company Secretary. Provide the required details of the appointed company secretary, including their full name, identification number, and contact details.
- Lodging the form: Submit the completed CoR39 form to the CIPC. You can do this either electronically through the CIPC eServices portal (https://eservices.cipc.co.za) or by visiting a CIPC service center in person.
- Pay the required fees: Pay the applicable fees for appointing a company secretary. The CIPC website or service center will provide you with information on the current fees and acceptable payment methods.
- Confirmation of appointment: Once the CIPC processes your application, they will update your company’s records to reflect the appointment of the company secretary. You will receive confirmation of the appointment, typically in the form of a CoR14.3 notice.