Contact Us
Daytime : +27 31 500 7390
All hours : 078 624 5136
Fax : 0866 902 197
E-mail : info@quickcc.co.za
Frequently Asked Questions
What are the best reasons for registering a CC?
The assets of the business are clearly separated from those of its owner(s). This means that it becomes much easier to allow for:
- Other partners to buy into the business
- The buying-out of partners who wish to get out of the business
- The sale of the whole business as a going concern; and
- Should one of the owners die, the winding up of his estate.
- Protecting the personal assets of the owners from the liabilities of the business.
Theoretically, if the CCs fails to pay debt, the creditor cannot come after the assets of the owners of the CC. The CC is sued for the debt, not its owners. But in practice this is often negated by the fact that creditors insist that the owners also sign personal liability for the debts of the CC.
Why is a New CC better than a Shelf CC?
A shelf CC is not registered in your name initially. So, you cannot open a bank account in the name of that CC until you are registered as a member. This means you cannot trade with the shelf CC until you are registered as a member. The member-change process is in itself much more time consuming than a new CC registration. This normally takes between 3-6 weeks.
Disadvantages of Shelf CC's include :
1. You may not like the name provided. Changing the shelf CC name is time consuming. 3-6 weeks.
2. Your trading as name is not protected. e.g. StarTrading 552 t/a Joe's Stationery Supplies. In this case, the name "Joe's Stationery Supplies" is NOT protected. This means another person could open for e.g. Ikhaya Trading 333 and trade as Joe's Stationery Supplies. You may dispute this later, but the "trading as" business name is not protected by law. You may very well lose the right to use the name "Joe's Stationery Supplies" as you have not registered it formally. Hard luck if your name is Joe!
Its therefore much better to register a new CC with the name you intend to trade with. This name is protected by law (we do a name reservation, which gives you exclusive ownership of the business name)- if somebody tries to register the same name, they will be not be allowed to register thereby protecting your business name.
3. You cannot register for VAT or open a business bank account until you are registered as the new member/s of the shelf CC. Shelfs are intially registered in somebody else's name. It takes 3-6 weeks to remove the old member and add you on as the new member/s.
For these reasons, we have decided against selling self CC's to customers. There are no advantages, except the illusion that you are getting a CC "over the shelf." The truth is, you're buying yourself a whole lot of excess waiting time (3-6 weeks required to register a shelf, compared to 3-7 days required to register a brand new CC) and paperwork when you register a shelf.
So, we advise against shelf CC's.
The Process
Step 1
The first thing to do is decide on a name for your close corporation.
We will need six names, in order of preference. Your first choice may be declined if it is too similar to an existing CC name. The same can happen with your second choice, etc.
Names, surnames and words that you may find in a dictionary are unlikely to be accepted. Generally, you will have to make up a name. So, for example, you may not register a CC called "Painter". However, you could apply to have "Polka Painters CC"; unless there is already a CIPRO registration such as "Polka Painting Contractors CC", in which case your second choice of "Perfect Painting CC" will be considered.
Step 2
- Reserve the proposed CC name.
- For this, you need to complete the “Register new cc” online application form on our site. We will then reserve this name for you. This usually takes between 1-3 days.
Step 3
- Appoint an Accounting Officer. (If you don't have one, we will automatically appoint our own qualified accounting officer on your behalf at no extra charge!), or, if you have the right qualification and you've decided to do the books yourself, you can accept the role. (but it's generally a good idea to outsource this function as soon as possible so that you can spend your time on doing real business.)
- He or she must provide you with a letter of acceptance to this post. This letter is provided free of charge if you use our designated accounting officer. The accounting letter should also include the address and contact details of the accountant. The accounting officer must be a member in good standing of one of the professional accounting institutes. Alternatively you can look in the Yellow Pages to find an accounting officer operating in your area, or enquire from businesses near you.
- Generally, you should not appoint a qualified or registered auditor or chartered accountant - they are much more expensive and normally deal with companies.
Step 4
- Quickcc will e-mail/post the CK7 to you with your new approved business name.
- We will then complete the CK1 (Founding Statement) document on your behalf. This Founding Statement contains details about the corporation, its members and their respective investments (percentage membership and financial contribution) in the CC.
Step 5
- A CC may only commence doing business once CIPRO has issued a certificate of its incorporation. And as soon as Quickcc gets your certificate we will e-mail you a copy so you can start trading under your CC name.
- This does not mean that you cannot start doing business as a sole trader before registering a CC. It simply means that you may not do business IN THE NAME OF THE CC until the issue of the certificate of incorporation.
Step 6
- The CC must designate someone as the corporation's Public Officer.
- The main responsibility of the Public Officer is to submit the annual tax return. The Public Officer need not be a member of the CC. It could be the Accounting Officer, for example.
Step 7
- Members of the CC would be wise to draw up an Association Agreement setting out the rules for the relationships between them and also between the members and the CC itself.
- A standard model Association Agreement may be found in the Close Corporations Act, but members may amend it at any time. Usually, the Agreement addresses:
- A members' participation in the CC, rights of management and the power to represent the CC
- How differences between members may be resolved
- Members' voting rights (which should correspond with their respective member interest or ownership percentage)
- Payments to members (usually in proportion to their respective interests, again)
- Payments to members (usually in proportion to their respective interests, again)
- Payment of managers; and
- The use of the CC's assets and money by members.
Finally: (Optional)
It is also advisable that the members (where there are more than one) negotiate a so-called Buy-and-Sell Agreement.
This is an agreement in terms of which the members undertake to buy out each other's members interest (share) in the CC when one of them dies.
A life-insurance policy is usually considered the best method of financing such a transaction.
Duties of an Accounting Officer
The Close Corporation Act requires that every CC must appoint an accounting officer together with your first CC registration.
If you do not have an accounting officer, we will appoint ourselves as your accounting officer in order to speed up the registration process. You can at any time change the accounting officer, or you may choose to stay with the officer assigned to you.
Our Accounting officer is : Herman J. Rall, Hons B.Com, BR(SA)
He has many years of experience with taxation, having worked for SARS for two years. In general, all your accounting needs will be comfortably and professionally met by Mr Rall.
Some facts include :
If a vacancy occurs, then the CC must appoint another accounting officer within 28 days to replace the previous accounting officer. If this position is vacant for a period of 6 months or longer, then the members of the CC will be jointly liable for all debts of the CC.
The duties of an accounting officer are set out in the Act. The accounting officer will scrutinize the accounting records of the CC for compiling the annual statements, on behalf of the members of the CC.
There are no set requirements regarding the remuneration of your accounting officer, you may use any bookkeeper, qualified or not to maintain accurate accounting records.
Note that an accounting officer cannot perform the duties of an auditor.
Accounting Officer Qualifications
An Accounting Officer is a member of one or more of the following professional bodies: Accountants and Auditors registered in terms of the provision of the public Accountants' and Auditors' Act 51 of 1951;
- Member of the Institute of Commercial and Financial Accountants of South Africa;
- Member of the Institute of Administration and Commerce of South Africa;
- Member of the South African Institute of Business Accountants;
- Member of the South African Institute of Chartered Accountant;
- Member of the South African Institute of Chartered Secretaries and Administrators;
- Member of the Chartered Association of Certified Accountants;
- Member of the Chartered Institute of Management Accounts.
Every CC needs to nominate a designated person to be responsible for receiving legal and tax documents on behalf of the business. A Member of the CC is normally appointed as the Public Officer or this can be any other person. This is normally your accounting officer or bookkeeper.
We will appoint the first member of your CC as your Public Officer if you have not indicated for any other person to be appointed. The cost for this is included in your registration fee.
We offer the fastest, most effective way to register a CC with the registrar in the shortest time.
Your CC registration can be time consuming and expensive if the correct procedure is not followed. We recommend that you use our simple online registration form and let us do the rest. The staff at Quickcc can help any individual register a close corporation via our website. We do not charge extra fees – all our fees are “once-off”, and its our policy that we make certain that there are no hidden costs for our clients.
We will appoint our accounting officer for you (free of charge!) if you do not have one.
QuickCC –Close Corporations Made Easy.
Easily. Quality matters to us. You can rest assured that your business registration is in safe hands.
All your registrations are treated as urgent. You will notice that our products are priced to suit every pocket, while delivering quick, professional and courteous service at the same time. Our fees are calculated once-off and are not calculated on a “per member” basis –yes, this does happen! Read the fine print on the some “cheaper” registration places, where you end up paying more in the end. What you see is what you get, there are no hidden costs. We do not charge any “P.O. Box or counter-to-counter delivery costs” or any fees for your accounting officer letter (worth R200).
If you are going into business, why not do things properly from day one? It will save you tons of trouble in the near future.
When should I register for VAT?
It is only compulsory to register for VAT if the turnover of your business is R300 000 or more, in any 12-month period.
You can voluntary register your business if you make a minimum turnover of R20 000 per year. The VAT application can only be done after the CC has been registered and you have opened a bank account.
A Tax Invoice must have the following information:
1). The words 'TAX INVOICE' must shown.
2). Date of tax invoice and invoice number.
3). Name and address of your client
4). The person supplying the tax invoice, the name of the CC, address and VAT registration number.
5). The VAT amount shown separately at 14% or 0% (VAT exempt)
Your payment must reach SARS on or before the due date, every 2 months.
VAT Registration can be done by our accounting officer Mr HJ Rall. His application forms will be automatically forwarded to you after your CC has been registered.
Summary
What are the best reasons for registering a CC?
Why is a New CC better than a Shelf CC?
Duties of an Accounting Officer
Accounting Officer Qualifications
When should I register for VAT?
