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Memorandum of Incorporation

Introduction to the Memorandum of Incorporation.

All companies which existed before 1 May 2011 were required to lodge an amendment to their Memorandum and Articles of Association by no later than 1 May 2013 so as to make it consistent with the new Act (now referred to as the Memorandum of Incorporation or MOI).

Until 1 May 2013, if there was conflict between the Act and a provision of the old Memorandum and Articles, the latter will prevail. This in effect meant that the old Articles (where all companies required an audit) prevailed until 1 May 2013.

Under the New Companies Act, the MOI is the sole governing document of the company. It must be consistent with the Act, and is void to the extent that it contravenes or is inconsistent with the Act. The MOI is binding between Company and each shareholder, amongst shareholders, and between company and directors or offices.

Shareholders can enter into any other agreement with one another but if the agreement is inconsistent with the act or the MOI, it will be void to the extent of the inconsistency.

We have provided you with a Companies Act compliance dashboard and have included a summary of the alterable provisions which can be amended for your entity’s specific Memorandum of Incorporation.

Please contact our office as a matter of urgency should you wish for our office to provide you with the necessary assistance to convert your existing Articles of Association to the Memorandum of Incorporation and to provide you with any further assistance which may be highlighted on the dashboard.

Company Secretarial Dashboard

Guide to the Memorandum of Incorporation

Guide to Companies Act No 71 of 2008

Directors Guide 2011

Company Registration
Quick And Easy

Whether you are the sole proprietor of the company or one of the shareholders of a partnership firm, achieving this legal entity is a must as you can run your business smoothly post company registration.

Register Your Business today

FAQ

Company registration is crucial for establishing your business as a separate legal entity, which not only provides personal liability protection for owners but also facilitates access to funding, contracts, and other essential business operations.

By registering your business, you enhance its legitimacy in the eyes of customers, suppliers, and potential investors, which can lead to increased trust, improved brand reputation, and better opportunities for growth and partnership.

We specialise in the registration of New (Pty) Ltd companies, which are private entities limited by shares. This structure offers flexibility in ownership, limited liability for shareholders, and the ability to raise capital through the issuance of shares.

The documentation typically required includes identification documents, proof of address, and details of the directors and shareholders. Our team provides a comprehensive checklist to ensure you have all necessary documents prepared for a smooth registration process.

The registration timeline can vary from a few days to several weeks, influenced by factors such as the package selected, the accuracy of submitted documents, and any additional compliance requirements specific to your business.