As per the CIPC website: “ A business can be referred for deregistration upon request from the company or close corporation or any other third party, provided that the company or close corporation has ceased to carry on business; and has no assets or, because of the inadequacy of its assets, there is no reasonable probability of the company or close corporation being liquidated.
Deregistration will also be triggered when two or more successive annual returns are outstanding, in which case the company or close corporation will be automatically referred by the system and then notified by registered mail or alternative electronic methods of communication. The contact details as per the Commission records will be used to communicate the deregistration. If your contact details are outdated or incorrect, the Commission is not liable if you have not received such notification before deregistration.
Companies and close corporations are responsible for informing the Commission of contact details to ensure that they receive relevant notifications and reminders.”
In other words. Your company will be automatically deregistered if more than 2 years of annual returns are outstanding. Alternatively, you can manually deregister the company if you wish, due to the company not being active and not making any profit.
If you wish to deregister your company, you would have to create a customer account on the CIPC e-services website. After you have registered on the CIPC website and created your customer account, you would have to provide the following to the CIPC:
1.) A formal letter stating the following information;
The company is dormant or that the company will no longer carry out any business.
The company’s tax number must also be confirmed (If applicable).
At least 50% of the company’s directors/members must sign the letter.
Confirm that the company has no assets or a lack thereof.
2.) A tax clearance certificate.
3.) Any proof that the company traded. The CIPC would have to confirm the company’s previous assets if applicable
4.) The company’s registration documents (COR 15.1 and COR 14.3 for PTY companies or the CK 1 & CK 2 documents for CC companies).
Take note of the following:
The company’s tax submissions must be up to date at SARS. Once the company’s tax is up to date, the company will receive a tax clearance certificate, which must be submitted to the CIPC
The company’s annual returns must also be up to date at the CIPC, in-order to initiate the manual deregistration process.
The deregistration process is quite lengthy and can take up to 6 months before the process is finalized.
If your company is busy being deregistered due to outstanding annual returns, you may still register a new company.