Why Beneficial Ownership Filings Exist

Following South Africa’s greylisting by the Financial Action Task Force (FATF) in February 2023, the General Laws Amendment Act, 2022, introduced beneficial ownership disclosure obligations for all companies, close corporations and non-profit companies. Since 24 May 2023, CIPC has required every entity to keep and file a beneficial ownership register — and to update it within 10 business days of any change.

Who Counts as a Beneficial Owner?

A beneficial owner is a natural person who ultimately owns or controls a company, directly or indirectly. The Companies Act defines "ownership" as holding 5% or more of the shares or voting rights. Control includes the ability to appoint or remove directors, veto major decisions, or exercise dominant influence over the company. Legal entities (holding companies, trusts) are not beneficial owners themselves — you must trace ownership up through them to the natural persons at the top.

Affected entities that must file

All companies (private, public, personal liability, state-owned), close corporations, non-profit companies (NPCs) and co-operatives registered at CIPC. Trusts file separately with the Master of the High Court under a similar regime.

What You Have to Keep in the Register

Full names, ID / passport number, nationality and date of birth of each beneficial owner
Residential address and email address
Nature of the interest (shares, voting rights, control, other)
Extent of the interest (percentage held, indirect chain, date acquired)
Supporting proof: certified ID / passport copies and, where relevant, share certificates or trust deeds

How to File at CIPC

Log in to the CIPC e-services portal with an authorised customer profile
Under "Beneficial Ownership", select the correct entity by registration number
Complete the online declaration and upload each supporting document (certified copies, share register)
Pay the filing fee (R0 for the initial filing, R100 for updates in some cases)
Download the confirmation and keep it with your statutory records

When Must You Update?

Within 10 business days of any change to the beneficial ownership register
Annually, alongside the CIPC annual return — CIPC now requires a fresh beneficial ownership submission with every return
Whenever a new director or shareholder is appointed, resigned or transferred more than 5% of the issued shares

Penalties for Non-Compliance

CIPC can impose administrative fines, reject the annual return, and refer wilful non-compliance to the National Prosecuting Authority. The Companies Act, as amended, provides for penalties of up to 10% of turnover or R1 million (whichever is greater) for serious breaches. Practically, most companies are first issued a compliance notice and have 60 days to remedy the position.

Let Us File It Correctly

Consultium Group prepares the beneficial ownership register, drafts director and shareholder declarations, uploads the filing at CIPC, and stores your certified documents securely. Our package starts at R390 for straightforward structures and includes annual updates. Contact us with your company registration number to get started.