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■ Section 216((b): any person convicted of an offence is liable to a fine or to imprison-
ment for a period not exceeding 12 months, or to both a fine and imprisonment.
CIPC is tasked with ensuring, monitoring and enforcing compliance with the Act. It is
also responsible for, inter alia, the disclosure of information on its business registers.
Companies are responsible for submitting information together with their CIPC annual
returns with the aim of increased transpareny and disclosure – including beneficial
ownership registers, compliance checklists (where applicable) as well as their
financial information [whether in the form of a financial accountability supplement
or their annual financial statements in XBRL format (where applicable)]. Although
no penalites are specifically prescribed for non-compliance with these transparency
provisions, a contravention of the Act may result in the issue of a compliance notice
by CIPC. Failure to comply with the compliance notice may result in a court-ordered
administrative fine or a referral of the matter to the National Prosecuting Authority for
prosecution as an offence.
Retention of Records
Any documents, accounts, books, writing, records or other information that a company is
required to keep in terms of the Act or any other public regulation must be kept in written
form, or in a form or manner that allows the documents and information that comprise
the records to be convertible into written form within a reasonable time for a period of
at least seven years or any longer period of time specified in any other applicable public
regulation. Section 24(3) sets out exactly which records must be maintained – such as
a copy of the company’s MOI, a record of its directors, copies of reports presented at
the AGM of the company, annual financial statements, accounting records, notice and
minutes of shareholders and directors meetings etc.
In addition to the above, Section 24(4) states that a company must also maintain:
(a) A securities register or its equivalent as required by Section 50, in the case of a
profit company, or a member’s register in the case of a non-profit company that has
members, and
(b) the records required in terms of Section 85, if that Section applies to the company,
namely a maintaining a record of its company secretary and auditor/s.
A company must notify the Commission of the location or of any change in the location
of any company records that are not located at its registered office.

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