CIPC Beneficial Ownership Reporting

Listed companies

Subsidiaries of listed companies

Unlisted companies

Mandate of the filer to file the beneficial ownership information

Include

Include

Include

Certified copy of ID of the filer

Include

Include

Include

Affected, non-affected or normal company

Indicate you are an “affected company”

Indicate you are an “affected company”

Indicate you are a “normal company” if you have beneficial owners to declare  

OR

Indicate you are an “non-affected company with no beneficial owners to declare”

Where there are beneficial owners update details on CIPC’s profile for each person

Certified copy of ID or passport for beneficial owners

Disclosure form

Disclosure form – complex ownership structures reflecting the hierarchy of entities and other legal forms inclusive of juristic persons, trusts, etc. Attach an organogram reflecting shareholder structure (include registration numbers) and indicating affected company

Disclosure form – complex ownership structures reflecting the hierarchy of entities and other legal forms inclusive of juristic persons, trusts, etc. Attach an organogram reflecting shareholder structure (include registration numbers) and indicating affected company

Beneficial ownership disclosure form – complex ownership structures reflecting the hierarchy of entities and other legal forms inclusive of juristic persons, trusts, etc. Attach an organogram reflecting shareholder structure (include registration numbers) and indicating where shares are held by another affected company or government entities

Organogram

organogram of management reporting structure for the submitting entity

organogram of management reporting structure for the submitting entity

organogram of management reporting structure for the submitting entity

Registers required

Listed companies (and their subsidiaries) are not required to establish a beneficial ownership register nor to file a copy of their securities register with CIPC at this stage.

While subsidiaries of listed companies do not need to establish a beneficial ownership register, they do have to submit their securities registers (or beneficial interest register).

Beneficial Interest register – section 56(7)(aA) – affected companies must establish and maintain a register of beneficial interest in securities, the extent of the beneficial interest and ensure that the register is updated with any changes – must be filed with CIPC (section 56(14)). 

(You are required to file a securities register reflecting the holding company or shareholder/s of the unlisted subsidiary).

Securities register – section 33(1)(Aa) – every company must file a copy of its securities register with the Commission annually – securities register contains all the information relating to shareholders of a company (legal owners). Within each company’s securities register, the prescribed Beneficial Ownership information must be recorded (section 50).

(You are required to file a securities register and beneficial ownership register).

Notes

Regarding Listed companies, Computershare (together with Strate and the SA Institute of Stockbrokers) continues to engage with CIPC to establish an electronic interface for the submission of securities / beneficial interest registers on a more frequent basis. 

Computershare is able to assist with an assessment of your particular requirements or to submit the return (through CIS Company Secretaries) on your behalf.  An hourly rate will apply.  Please contact your Client Relationship Manager to discuss a quote and arrange an appointment.

Following extensive engagement with the regulators in providing comments on the legislation and with CIPC to clarify reporting requirements, we are delighted to advise that we are now in a position to offer a fully CIPC compliant reporting service for unlisted companies.

You will be receiving a communication with details of the service options and relevant fees.