Role and Significance of Companies and Intellectual Property Commission

A few years ago, the Companies and Intellectual Property Registration Office (CIPRO) was replaced by Companies and Intellectual Property Commission (CIPC). Since this new act came into being, there has been a significant change in the way business owners register a company. The Act specifies that no registration of new close corporations can take place. However, the ones that have been registered before 1 May can continue functioning as CCs.

What are the functions of the CIPC?

• Reveal details of its business registers.
• Generate awareness about education and awareness related to Company and Intellectual Property Law.
• Ensure compliance with relevant legislation.
• Registration of companies, Intellectual Property Rights and Co-operatives like patents, designs, copyright, and trademarks.
• Tracking compliance and breaches of financial reporting standards and offering recommendations to the Financial Reporting Standards Council (FRSC).
• Licensing of business rescue specialists.
• Report, research and suggest Minister on issues related to national policy related to the company and intellectual property law.

Types of entities covered by CIPC

• State-owned companies-Such a company is a type of ‘state-owned enterprise’ or a firm which is owned by a municipality. The names of this type of state-owned firms needs to end with ‘SOE Ltd’.
• Public companies-The only distinctive feature of a public company which needs one member to be incorporated in comparison to seven members in the past.
• Profit companies-These companies are considered as companies with restrictions on movability of their shares and restrict offers to their smaller private companies.
• Non-profit companies-A firm incorporated for public welfare or related to social & cultural interests, communal or social activities, group or communal interests. The property and income of such firms aren’t divided among its members, directors, officers or incorporators.
• Personal liability companies-The directors and past directors are jointly responsible with the company for any type of liabilities and debts incurred during their time period in office. Such a firm’s name ends with the word ‘incorporated’.

Documentation needed

A company gets incorporated by the lodging of Memorandum of Incorporation (CoR 15.1 A-E) and Notice of Incorporation (CoR 14.1). Such forms can be downloaded via CIPC’s website. The Memorandum of Incorporation (MoI) includes details such as information of incorporators, number of directors or alternate directors and share capital.

The Notice of Incorporation contains details such as type of company, date of incorporation, financial year-end, number of directors, name of organization, registered address(main office), whether the organization will require a registration number, reserved name and reservation number and list of four names that are checked by the Commission.

For registering a private entity you will require either CoR 15.1 A (for a usual private company) or CoR 15.1 B (for a customised private firm) and CoR 14.1. The documents which are required include certified ID copies for all indicated initial directors and incorporators, certified ID copy of applicant if it isn’t the same as the one shown by one of the indicated corporators or directors.

In case an incorporator is part of a jury, a power of attorney is needed for the authorized representative to incorporate the organisation and sign all related documents. If another person incorporates the firm and signs all documents for incorporators and initial directors, a certified ID of a person and power of attorney is needed. In case the name was reserved prior to the filing of incorporation of documents, a valid name reservation document is essential.