Statutory registers pack
A bank opening an account, a buyer doing due diligence or CIPC checking your annual return asks for the securities register and the share certificates, and most small companies have never had either. The Companies Act says every company must keep them, in a prescribed form, for seven years. We build the set from your CIPC records and your shareholding, ready to sign and keep.
Independent paperwork service. ProperSA is an independent private company, not CIPC. Nothing in this pack is filed with CIPC except the securities register that goes in with your annual return; the registers are the company’s own records. Our fee pays for them to be built correctly to the prescribed form, from your actual records.
What the Companies Act requires
- Section 24: every company keeps its MOI and amendments, a record of its directors, minutes and resolutions of shareholders and directors, and the securities register, in written or convertible form, for seven years.
- Section 50 and regulation 32: the securities register shows, per class, the number of shares authorised and the date, every issue, reacquisition and surrender with the consideration, and for each holder the name, address, email, identity number, the shares held and every transfer, plus the beneficial interest disclosures. It must be updated within 10 business days of any change and indexed so each holder’s position can be read at any time.
- Section 51: a share certificate states the company name, the holder, the number and class of shares and any transfer restriction, and is signed by two persons authorised by the board. There is no one signatory exception for a single director company; the two signatories need not be directors.
- Section 26: shareholders may inspect and copy these records, and anyone may inspect the MOI, directors record, financial statements and securities register on payment of the fee. Refusing access is an offence.
- Enforcement: CIPC issues compliance notices under section 171 and may seek an administrative fine of up to 10% of turnover or R1 million; since 2024 it blocks the annual return until the beneficial ownership declaration and the securities register are filed with it.
What is included
- The securities register in the prescribed form, built from your CIPC registration documents and share issues, with the beneficial interest section
- The directors register with the regulation 23 particulars for every director, current and past
- Share certificates for every holder, numbered and ready for the two authorised signatures, with a board resolution authorising the signatories
- A beneficial ownership register that matches your CIPC declaration, so the two never disagree
- Minute and resolution templates for shareholders and directors, and a one page guide on what to record and keep for seven years
- Delivered as Word and PDF in your client portal; the register is kept electronic and printable, as regulation 32 allows
How ordering works
- Order online with the button below and pay securely by card or instant EFT (PayFast), or wait for the EFT invoice.
- Complete the short questionnaire in your client portal and upload the documents it asks for.
- We prepare everything, send it for signature where a signature is needed, and lodge or deliver it.
- The result lands in your client portal with free WhatsApp updates along the way.
Not sure this is the right one? Ask us first and you get a written answer within one business day.
Frequently asked questions
Does every company need a securities register?
Yes. Section 50 of the Companies Act requires every company to establish and maintain a securities register in the prescribed form, even with one shareholder. CIPC now asks for it with the annual return and will not accept the return without the beneficial ownership declaration.
Who signs a share certificate?
Two persons authorised by the board, under section 51. They do not have to be directors, and a company with one director still needs two signatories. The signature may be handwritten, mechanical or electronic.
Is the register filed with CIPC?
The register itself is the company's own record. CIPC asks for a copy of the securities register, or a beneficial interest register, with the annual return, and the beneficial ownership declaration is filed separately. We make sure the three agree.
What if shares were issued years ago and nothing was recorded?
The register is built from the registration documents, the CIPC share capital on record and the resolutions or agreements that issued the shares. Where a past issue was never authorised or never minuted we tell you, because section 38 can make an unauthorised issue void and that needs fixing before a sale or an investor.
How long must the records be kept?
Seven years under section 24, or longer where another law requires it. The register must be updated within 10 business days of any change.
Usually ordered with it
- Beneficial ownership filing, R490. The declaration CIPC checks the register against.
- MOI amendment and authorised shares, R890. When the register shows more shares issued than authorised.
- CIPC annual return, R690. The register goes in with it.
- Company registration, R790. New companies get their first certificate here.
Checked on 15 October 2026 against the Companies Act 71 of 2008 sections 24, 26, 38, 50, 51, 171 and 175, Companies Regulations 23 and 32 as substituted in May 2023, and CIPC Customer Notice 15 of 2026. The authority decides; its decisions and timing are outside ProperSA’s control.