Close the company properly
A dormant company does not go away on its own. It keeps accruing annual return obligations, and the directors stay on the hook for anything that happened while it traded. Voluntary deregistration is the clean administrative way out, and since December 2025 it runs entirely through CIPC e-Services with each director consenting by one-time PIN. We prepare it, lodge it, collect the consents and watch it through the objection period, which is the part everyone stops watching.
First, check this is the right route
Section 82(3)(b)(ii) of the Companies Act only lets CIPC remove a company on request where it has ceased to carry on business and has no assets, or so few assets that there is no reasonable probability of it being liquidated. Both limbs have to be true.
- Deregistration is not liquidationThere is no liquidator, no Master's file, no creditors' meeting and no distribution. It is an administrative removal from the register. If the company has real assets to distribute or real creditors to answer, liquidation is the honest route and we will say so rather than take the order.
- Anything still owned goes to the StateAssets left in the company at final deregistration become bona vacantia. A bank balance, a vehicle, a property, a trademark. Move or dispose of them before you start, not after.
- The directors stay liableSection 83 is explicit that removal does not affect any former director's or shareholder's liability for acts or omissions before removal, and that it can be enforced as if the company were still registered. Deregistering to escape something does not work.
- A dormant company still owes annual returnsThat is usually why people want out. Deregistering voluntarily does not require you to pay those up first, which is the main reason it beats simply going quiet and waiting for CIPC to strike you off.
What actually goes wrong
- Nobody watches the objection periodCIPC emails the CoR40.4D notice of investigation to the registry contacts and then emails the final letter. Since August 2025 neither is posted. If the contact details on the register are an old accountant's address, you never see either one.
- Stale director contact details block the lodgementThe online flow makes you confirm the directors' details before it will proceed, and an out of date cell number means the one-time PIN never arrives.
- Fewer than half the directors consentThe system needs at least 50% of active directors or members, each confirming by PIN within 96 hours. One unreachable co-director stalls the whole thing.
- People expect a confirmation emailThere are no progress emails. The only place the status actually moves is BizProfile on BizPortal, which is where we check it for you.
- Deregistering with a live tax obligationSARS does not care that CIPC removed the company. Outstanding returns and assessments survive, and so does the representative taxpayer's exposure.
What you get for R690
- An honest route check firstWe confirm the company genuinely qualifies under section 82(3)(b)(ii) before taking the order. If it does not, we tell you what the right route is and refund you.
- Registry details brought currentDirector and member contact details confirmed and corrected so the one-time PINs and the CIPC notices actually reach a human.
- The lodgement itselfThe assets and liabilities declaration, the physical address, the industry classification and the mandate, captured on CIPC e-Services under your written authority.
- Consents coordinatedWe tell each director exactly what PIN is coming, from where, and chase the ones who have not confirmed inside the 96 hour window.
- Followed to the endWe check BizProfile through the objection period and tell you when the CoR40.4D issues and when the status reaches final deregistration, rather than leaving you to discover it a year later.
- A written close-out noteWhat still needs doing with SARS, what to keep and for how long, and what would be involved if you ever needed to reinstate.
How it works
- 1Order and answer the short formThe registration number, whether it traded, what if anything it still owns, and who the active directors are.
- 2We check and lodgeRoute confirmed, details corrected, lodged within two working days of your consents.
- 3Directors confirm by PINWe brief each one first so nobody ignores an unexpected message.
- 4We watch it to final deregistrationRoughly four months, with the objection period in the middle.
Not sure whether to deregister or liquidate? Ask us first and you get a written answer within one business day.
What we will need from you
- The registration number of the company or close corporation
- Confirmation it has stopped trading and the approximate date it did
- A list of anything it still owns, including bank accounts, even empty ones
- Current names, ID numbers, cell numbers and email addresses for the active directors or members
- Certified copies of the identity documents of whoever signs the authority
Not sure if this is the right route? Check first, free.
Answer a few questions about assets, debts and whether it ever traded, and the tool tells you whether deregistration, liquidation or simply filing the outstanding returns is the sensible route.
Open the free checkerFrequently asked questions
What does CIPC charge to deregister a company?
Nothing. Voluntary deregistration does not appear in CIPC’s published fee tables for companies or close corporations, and the e-Services flow has no payment step at any point. Our R690 is the whole cost.
How long does deregistration take?
About four months from lodgement to final deregistration. CIPC issues a CoR40.4D notice of investigation, then a minimum of 20 business days must pass before it can finalise. CIPC’s own documents quote both two months and four months in different places, so we plan on four.
Can I deregister if the company still owes money or owns something?
No. Voluntary deregistration is only lawful where the company has ceased trading and has no assets, or so few assets that liquidation would not be a reasonable prospect. Anything still owned at final deregistration becomes bona vacantia and passes to the State. If there are real assets or real creditors, the route is liquidation, not deregistration.
Do the directors stop being liable once it is deregistered?
No. Section 83 of the Companies Act says removal from the register does not affect the liability of any former director or shareholder for anything that happened before removal, and that liability continues and can be enforced as if the company had never been removed. Deregistering does not make old problems go away.
Do outstanding annual returns have to be paid first?
Not for a voluntary deregistration. It is worth knowing the opposite trap though: if CIPC has already started deregistering you for unfiled annual returns, filing those returns cancels the deregistration and puts the company back on the register.
Can it be reversed?
Yes, on form CoR40.5 for R200, but only on narrow grounds. CIPC reinstates where the company was actually trading at deregistration, proved by bank statements from six months either side, or where immovable property is registered in its name, or on a court order. Reinstatement then pulls in every outstanding annual return, the beneficial ownership declaration and financial statements.
Does this work for a close corporation too?
Yes. The same flow covers companies and close corporations, and the members consent the same way the directors of a company would.
Related
We prepare and lodge the deregistration under your written authority. CIPC decides whether to remove the entity, and the timing is theirs. Sources: Companies Act 71 of 2008 sections 82(3)(b)(ii), 82(4), 83(2) and 83(3); CIPC step by step guide "Automation of Company and Close Corporation Voluntary Deregistration, E-Services" version 1.0 of December 2025; CIPC customer notice on migration of the CoR40.4D to email, effective 11 August 2025; CIPC forms and fees tables. CIPC's own documents give both two months and four months for finalisation, so we quote the longer. This is information, not legal advice.