To register a non-profit company (NPC) you need at least three incorporators and three directors, a name, and a memorandum of incorporation, lodged with CIPC. An NPC is incorporated for a public benefit or a cultural, social, communal or group interest, and it may be registered with or without members.
Registering an NPC is not the same as getting tax exemption or non-profit organisation (NPO) status. Those involve different bodies: CIPC for the company, SARS for public benefit organisation (PBO) approval, and the Department of Social Development for NPO registration.
Business Requirements at a Glance
For CIPC registration of an NPC, expect to provide the following.
- At least three incorporators and at least three directors (an NPC may also be incorporated by an organ of state or a juristic person)
- A memorandum of incorporation (MOI) that fits the type of NPC you are registering
- A name: an NPC must have a name and cannot use its registration number as its name
- Identity documents for the directors and incorporators, certified
- The CIPC filing fee, confirmed on CIPC’s current fee schedule
Registration and Legal Requirements
The defining feature of an NPC is that its income and property are not distributed to its incorporators, members, directors, officers or people related to them. They must advance the purpose set out in the MOI. The Nonprofit Organisations Act similarly allows only reasonable compensation for services rendered.
An NPC may have members or none, and the choice affects the registration route. According to the CIPC page on non-profit companies, an NPC without members that uses a standard MOI may be registered only through BizPortal, a CIPC self-service terminal or e-services. An NPC with a customised MOI, or with members, can be registered manually.
Documents and Ownership Information Required
The MOI is the document that matters most, because it sets the objects and the restrictions on distribution. CIPC’s step-by-step guide for an NPC without members and with a short standard MOI (form CoR 15.1C) sets out the following:
- A minimum of three directors, and each director must also be an incorporator
- Director ID numbers are validated with Home Affairs
- Only South African citizens can be appointed through e-services; foreign directors go through the manual process
- Scanned certified copies of the identity documents of the directors and incorporators, and a certified identity copy of the person lodging
Fees depend on the route. CIPC’s guide for the CoR 15.1C route lists R175 including a name reservation and R125 without one, while the CoR 14.1 notice of incorporation states a basic filing fee of R175 if the MOI is CoR 15.1A or 15.1C and R475 otherwise. CIPC’s own materials are not consistent, so confirm the current amount with CIPC before you pay.
Tax, Licence and Compliance Requirements
Being an NPC does not automatically give you tax benefits. SARS’s guide says an organisation, including an NPC or NPO, does not automatically qualify for preferential tax treatment: only approval as a PBO by the Commissioner does. A PBO needs at least three people who are not connected to one another to accept fiduciary responsibility, and no single person may control decision-making. See the SARS guide for public benefit organisations.
NPO registration is voluntary and is not a condition for PBO approval. It is lodged with the Director of Nonprofit Organisations at the Department of Social Development. CIPC notes that if you want to receive grants or donor funding you are required to register with that department.
Annual return dates and fees, and the steps for any further tax approvals such as section 18A, should be confirmed with CIPC and SARS.
Process, Deadlines and Ongoing Obligations
CIPC’s steps are to register as a customer, deposit funds, reserve a name, complete the forms and submit your documents. Start at CIPC (BizPortal and e-services).
Then work through the other registrations in order: SARS for PBO approval if you want tax exemption, and the Department of Social Development for NPO registration. Under the Nonprofit Organisations Act, the Director must decide a complete application within two months of receiving it.
Frequently Asked Questions
How many people do I need to register an NPC?
At least three incorporators and three directors. On the standard-MOI route without members, each director must also be an incorporator.
How do I register an NPC with CIPC?
Register as a CIPC customer, fund your account, reserve a name, complete the forms and submit certified ID copies. An NPC without members and with a standard MOI can only be registered via BizPortal, a self-service terminal or e-services.
How much does NPC registration cost?
CIPC’s step guide lists R175 including name reservation and R125 without. The CoR 14.1 form lists R175 or R475 depending on the MOI form. Because these differ, check CIPC’s current fees before paying.
Does registering an NPC make it tax exempt?
No. Tax benefits require separate approval as a public benefit organisation from SARS.
What is the difference between an NPC and an NPO?
An NPC is a company registered with CIPC. NPO registration is a separate voluntary registration with the Department of Social Development, under the Nonprofit Organisations Act.
Can an NPC pay its directors?
Only reasonable compensation for services rendered. Otherwise income and property may not be distributed to incorporators, members, directors or officers.
Confirm company registration with CIPC, tax approval with SARS and NPO registration with the Department of Social Development. This page is general information and not legal or tax advice. See company registration requirements and browse all business and compliance requirements.