Statutory requirements are obligations set by legislation rather than by contract or choice. For a South African company they include company law duties administered by CIPC, tax obligations administered by SARS, and employment and workplace rules that apply once you take on staff.
These obligations start once the entity is registered, not when it starts trading. A dormant company must still file and pay its annual returns, which is where small businesses most often fall behind.
Business Requirements at a Glance
The core statutory obligations to plan for are:
- Annual returns to CIPC, filed every year, even if the company is dormant. A company has 30 business days from the date its annual return becomes due to file; late filing attracts penalties
- Financial statements, audited or independently reviewed depending on the company type and its public interest score
- Tax registration and filing with SARS, including VAT once your taxable sales pass the compulsory threshold
- Employment-related registrations and labour law compliance if you employ people
- Workplace health and safety duties under the Occupational Health and Safety Act 85 of 1993
- Any sector-specific licence or regulatory approval your type of business needs
Registration and Legal Requirements
Company law obligations flow from registration and are administered by CIPC. The most important is the annual return. If two or more successive annual returns are outstanding, CIPC automatically triggers deregistration and notifies the company by e-mail at its CIPC contact details. SARS, banks and others may then refuse to deal with the entity, so it is far easier to prevent deregistration than to reverse it.
Directors carry statutory duties under company law and, in certain circumstances, personal liability. Read the Companies Act duties that apply to you, or take professional advice, before you accept an appointment.
Documents and Ownership Information Required
Keep your company’s statutory records up to date as the Companies Act requires, and make sure your contact details on the CIPC register are current, because CIPC sends deregistration warnings to those details. Lenders, banks and buyers regularly ask for these records.
If you employ people, keep written employment records as labour legislation requires. Confirm the details with the Department of Employment and Labour.
Tax, Licence and Compliance Requirements
Tax obligations begin when you register and do not depend on whether you are trading. Register for VAT when your taxable sales exceed R2.3 million in any 12-month period; this compulsory threshold applies from 1 April 2026 and was previously R1 million. You may register voluntarily once taxable sales exceed R120 000. See the SARS pages on who needs to register for VAT and the new VAT registration threshold.
Whether your financial statements must be audited or independently reviewed depends on your public interest score. A private or personal liability company that compiles its statements internally must be audited if its score is 100 or more; if they are compiled independently, the audit trigger is 350 or more. A company that holds more than R5 million in assets in a fiduciary capacity must also be audited. Other companies that are not owner-managed may be subject to independent review. Check the CIPC page on financial statements and independent reviews for your company’s position.
Process, Deadlines and Ongoing Obligations
Set up a compliance calendar covering your CIPC annual return, SARS filing dates, employee-related submissions and any sector-specific deadlines. Most statutory failures are administrative rather than deliberate. The CIPC annual returns FAQ explains how to file and pay.
If you have fallen behind, deal with it early. Late annual returns attract penalties, and two missed returns in succession lead to deregistration.
Frequently Asked Questions
What are statutory requirements?
Obligations imposed by legislation rather than by contract. For a business they cover company law, tax, employment, health and safety and sector-specific rules.
Do they apply if I am not trading?
Yes. A dormant or inactive company must still file and pay its annual returns.
What happens if I do not file annual returns?
Late filing attracts penalties, and CIPC automatically triggers deregistration when two or more successive annual returns are outstanding. SARS, banks and others may then refuse to deal with the company.
When must I register for VAT?
Registration is compulsory when your taxable sales exceed R2.3 million in any 12-month period (from 1 April 2026). Voluntary registration is possible above R120 000.
Do I need an audit?
It depends on your public interest score and company type. For a private or personal liability company, the audit thresholds are a score of 100 or more where statements are compiled internally, or 350 or more where compiled independently.
Do directors carry personal liability?
Directors carry statutory duties and, in certain circumstances, personal liability. Take professional advice on your specific position.
Confirm your obligations with CIPC, SARS and the Department of Employment and Labour. This page is general information and not legal or tax advice. See company registration requirements and browse all business and compliance requirements.