A CK certificate is the registration document of a close corporation (CC). It is the CK1, or founding statement, that the registrar issued when the CC was incorporated. It shows the CC’s name, registration number, members and their interests. When the members or those details change, the change is recorded on an amended founding statement, the CK2.
The requirements for getting a CK certificate now depend on whether the CC already exists. No new close corporation can be registered since the Companies Act 71 of 2008 took effect on 1 May 2011, so a new CK certificate cannot be applied for. If your CC already exists, you can get a CIPC electronic disclosure certificate or copies of its CK documents. If you are starting a new business, you register a company instead and receive a CoR 14.3 registration certificate. This page covers both situations, and what to hand over when a tender, bank or supplier form asks for “CK documents”.
Business Requirements at a Glance
- Existing CC: supply the CK1 (plus any later CK2) and, if the recipient wants current details, a CIPC electronic disclosure certificate.
- New business: you cannot get a new CK certificate. Register a private company with the CIPC and use the CoR 14.3 certificate wherever a form asks for CK documents.
- CC converted to a company: use the company registration certificate issued on conversion, not the old CK1.
- Status: a CC that does not file its annual returns receives deregistration notices, and final deregistration ends the CC’s existence.
- Tender extras: a SARS Tax Compliance Status PIN, B-BBEE evidence and, for government work, registration on the Central Supplier Database. Confirm exactly what each tender asks for.
Registration and Legal Requirements
Close corporations are governed by the Close Corporations Act 69 of 1984, which the CIPC still administers. Since 1 May 2011 no new CC can be registered and no company can convert into a CC. This did not dissolve existing ones. A CC is a legal entity with its own legal personality and perpetual succession, and a CC registered before that date can keep trading without converting. It keeps its CK registration number and its CK1 and CK2 records.
Converting a CC to a company is optional. Under Schedule 2 of the Companies Act, a CC applies on form CoR 18.1. According to the CIPC’s explanatory note for that form:
- the members who consent must hold, in aggregate, at least 75% of the members’ interest in the CC
- the CC must not be in liquidation or business rescue
- a Memorandum of Incorporation must be attached
The CoR 18.1 filing fee was nil for three years from the Act’s effective date, and only if the CC kept its name. That window has closed, so confirm the current fee with the CIPC before you file. On conversion, the same legal entity carries on as a company.
How to register a CK today: you can’t. Anyone offering to register a “new CC” is really selling you an existing entity, along with its history, debts and tax record, or is misleading you. The legitimate route for a new business is to register a private company through the CIPC. See our company registration requirements.
Documents and Ownership Information Required
“CK documents” is shorthand for the CC’s CIPC registration records. For an existing CC, a tender or bank will usually expect:
- CK1: the founding statement and certificate of incorporation
- CK2: each amended founding statement, if members, member interests or the name have changed
- CK2A: the amendment regarding the accounting officer and addresses, where one has been filed
- A CIPC electronic disclosure certificate showing the CC’s current details. Whether it is accepted in place of the original CK1 is the recipient’s decision, so ask.
- Certified copies of each member’s ID
- The CC’s registration number (the CK number), which is how the CC is identified on the CIPC register
The member details on your CK documents should match the people signing for the business. If a member has left or joined and no CK2 was filed, deal with that at the CIPC before you submit a tender or open a bank account.
For a company, the equivalents are the CoR 14.3 registration certificate, the Memorandum of Incorporation and a disclosure certificate.
CIPC fees for an existing CC: an electronic disclosure certificate is R30.00, certifying a copy of a document on file is R5.00, and photocopies are R0.50 per copy. Registering an amended founding statement (CK2, for changes in part A) is R30.00. The CIPC fee table does not list a fee for CK1. See the CIPC close corporation forms and fees page and the disclosure fee schedule.
Tax, Licence and Compliance Requirements
A CK certificate proves the CC was registered. It does not prove the CC is compliant today. Keep these up to date:
- CIPC annual returns. Annual returns can only be filed electronically through the CIPC platforms. The fee for a CC with turnover under R50 million is R100.00, plus a R150 penalty for each late lodgment; for turnover of R50 million and above it is R4000.00. CCs that don’t file receive deregistration notices by post, and final deregistration ends the CC’s existence. Deregistration is cancelled if the outstanding returns are filed in time.
- SARS tax compliance. You request your Tax Compliance Status on eFiling or the SARS Online Query Service. On approval you get a status and a PIN that lets a third party, such as a tender authority, view your status online. SARS does not set out its compliance criteria on that page, so check your returns and any debt with SARS before you apply.
- B-BBEE evidence. According to BizPortal, exempted micro enterprises (private companies or close corporations) with a turnover of no more than R10 million can register for a B-BBEE certificate there at no cost. For other turnover levels, confirm the requirement with the entity asking for it.
- Central Supplier Database. Government work normally requires registration on the CSD. Confirm the current requirements on the CSD itself.
- Sector licences. Construction, security, transport and other regulated work need their own registrations. A CK certificate does not replace them.
Process, Deadlines and Ongoing Obligations
How to get a CK certificate replacement or copies for an existing CC:
- Log in to CIPC eServices with your customer code. The CIPC says customers can reprint certificates for processed CC applications this way.
- Make sure the CC’s annual returns are up to date, because unfiled returns lead to deregistration.
- Request an electronic disclosure certificate (R30.00). Copies or certified copies of documents are requested through the corporate information request link on the CIPC site.
- If members or details have changed, lodge a CK2 (or a CK2A for accounting officer or address changes) before you rely on the documents.
The CIPC does not publish step-by-step instructions for requesting CK1 or CK2 copies that we could confirm, so use the CIPC close corporation forms and fees page or contact the CIPC if the portal does not offer what you need.
How to get the equivalent for a new business: reserve a name if you want one (R50 per online transaction), then register a private company on CIPC eServices or BizPortal. The CIPC filing fee for a CoR 14.1 is R175 where the Memorandum of Incorporation is CoR 15.1 A, B or C, and R475 for D and E. BizPortal advertises one-day company registration for R175, terms apply. Companies are automatically registered with SARS for tax.
Ongoing obligations: file the annual return every year, file a CK2 whenever membership or member interests change, and keep your SARS records in line with the CIPC register. A CC that converts to a company before its anniversary month does not owe that year’s annual return, but earlier unfiled years must still be brought up to date.
Frequently Asked Questions
What is a CK certificate?
A CK certificate is the registration document of a close corporation, the CK1 founding statement issued by the registrar. It carries the CC’s name, registration number, members and their interests. People also say “CK document” or “CIPC CK certificate” for the same thing.
How do I get a CK certificate?
You can’t get a new one, because no new close corporation can be registered since 1 May 2011. If your CC already exists, request an electronic disclosure certificate or copies of its documents from the CIPC. If you are starting out, register a company instead.
What are CK documents in South Africa?
CK documents are the CIPC registration records of a close corporation. They include the CK1 founding statement, any CK2 amended founding statements, and CK2A amendments. When a form asks for “CK documents” and your business is a company, supply the CoR 14.3 certificate and a current disclosure certificate instead.
What is a CK1 document?
The CK1 is a close corporation’s founding statement. It records the CC’s name, registration number, members and their interests at registration. Changes after registration are recorded on CK2 forms. Note that CK1 does not appear in the CIPC’s current close corporation fee table.
What is a CK number in South Africa?
A CK number is a close corporation’s CIPC registration number, as printed on its CK1. It identifies the CC on the CIPC register and in dealings with SARS and banks.
How much is a CK certificate in South Africa?
You cannot buy a new CK certificate, because CCs are no longer registered. For an existing CC, the CIPC charges R30.00 for an electronic disclosure certificate, and its disclosure fee schedule lists the charges for certified copies (R5.00) and photocopies (R0.50 each). For a new business, the CIPC filing fee for company registration is R175 or R475, depending on the Memorandum of Incorporation. Intermediaries charge more than these official fees.
Can I still register a close corporation?
No. No new close corporation can be registered since 1 May 2011. Existing CCs continue to exist and do not have to convert.
My CK certificate is lost. What do I do?
Request an electronic disclosure certificate on CIPC eServices, and request copies or certified copies of the original filings through the corporate information request on the CIPC site. The CIPC says customers can also reprint certificates for processed CC applications by logging in with their customer code.
CIPC forms, fees and filing rules change from time to time. Confirm the current requirements with the CIPC close corporation forms and fees page before you file. Next, check the company registration requirements or browse all business and compliance requirements.