Companies Act.
For account opening.
Of ownership.
Without proof.
Critical Problems We Solve
Effective financial management isn't just about balancing books; it's about removing the friction points that stall your business growth.
Inability to open business bank accounts
Failed B-BBEE verifications due to lack of proof
Disputes between partners over ownership %
Delays in selling the business
The Securities Register
This is not just a list. It is a formal legal record of every share ever issued, transferred, or repurchased by the company.
It tracks certificate numbers, distinctive share numbers, and transfer dates. Without it, you cannot prove the history of ownership.
- Historical tracking
- Certificate numbers
- Transfer dates
- Legal mandate
Authorized vs Issued Capital
Authorized capital is the maximum number of shares a company CAN issue. Issued capital is the number it HAS issued.
We ensure you don't accidentally issue more shares than authorized (which is void) and help you increase authorized capital if needed.
- Capital structure
- Void issuance prevention
- MOI amendments
- Share classes
Share Classes
Not all shares are equal. You can have Ordinary Shares (voting + dividends), N-Shares (dividends only), or Preference Shares (pay out first).
We help you structure different share classes to suit investors, employees, or family members.
- Voting rights
- Dividend rights
- Preference shares
- Employee schemes
Cleaning Up Ownership Records Before They Are Tested
Share certificates and registers are often ignored until a third party asks for them. Banks ask for ownership proof before opening or reviewing accounts. B-BBEE verification needs a clear ownership trail. Investors and buyers want to see issued shares, transfer history, shareholder approvals, and whether the records match the company documents. CIPC beneficial ownership filing also depends on the company having a reliable view of who ultimately owns or controls the entity.
We start by comparing the available documents. The registration certificate, MOI, prior certificates, securities register, shareholder agreements, director records, beneficial ownership information, and any transfer forms should tell the same ownership story. If a certificate was issued but never signed, if shares were transferred informally, or if the register was never updated after a partner exited, the company needs a corrective record before relying on the ownership position.
The work is not only clerical. Share movements can affect tax, donations tax, capital gains tax, B-BBEE status, control rights, banking mandates, and sale negotiations. We flag those issues so directors do not treat a transfer form as a simple admin document when it changes the commercial or tax position of the company.
For SMEs, the end result is a usable statutory pack. Directors can show who owns what, when the shares were issued or transferred, which approvals support the movement, and whether the records align with beneficial ownership and banking requirements. That reduces disputes and makes future funding, supplier onboarding, and due diligence easier.
- Certificates, registers, MOI, and approvals compared
- Beneficial ownership records supported by share evidence
- Transfer and replacement certificate gaps identified
- Tax, B-BBEE, banking, and sale impacts flagged
Who Is This For?
- Companies that have never issued share certificates
- Businesses with lost or missing share registers
- Companies transferring ownership to new partners
- Businesses undergoing B-BBEE verification
Engagement Requirements
- Company Registration Documents (Cor14.3)
- ID copies of all shareholders
- Details of percentage ownership
- Proof of share capital payment (if applicable)
- Current MOI, prior share certificates, securities register, and any shareholder agreements
- Board or shareholder approvals for issues, transfers, cancellations, or replacement certificates
Deliverables & Results
- Official Share Certificates (signed by directors)
- Securities Register (Share Register)
- Share Transfer Forms (CM42)
- Resolutions approving share issues/transfers
- BEE Ownership Affidavit support
South African Compliance Context
"Creations transformed how we handle SARS. No more compliance anxiety."
Trusted Resources
Our Operational Methodology
A structured, 5-step approach designed for precision and clarity.
We review your company documents to determine the current authorized and issued share capital.
We prepare the share certificates and update the securities register to reflect true ownership.
Directors sign the certificates and shareholders sign the counterfoils.
We issue the physical or digital certificates to the shareholders for safekeeping.
Professional Insights
A CIPC disclosure certificate lists DIRECTORS, not SHAREHOLDERS. The Share Certificate is the ONLY legal proof of ownership.
If you sell your business, the first thing the buyer's due diligence team will ask for is the Securities Register. If it's missing, the deal stalls.
Structuring shareholding correctly upfront (e.g., using a Trust) can save millions in Estate Duty later.
Share records become urgent when a bank, buyer, B-BBEE reviewer, investor, or CIPC beneficial ownership filing asks for ownership proof.
A complete ownership pack should show the issued shares, certificate numbers, shareholder details, transfer history, resolutions, payment evidence, and any beneficial owner who controls the company indirectly.
If the company has had informal partner changes, unpaid share subscriptions, family transfers, lost certificates, or historic allotments, those matters should be cleaned up before a bank or buyer forces the timeline.
Directors should keep the signed register with company records, not only as scanned attachments in email threads.
Clean registers also reduce disputes when dividends or voting rights are questioned.
Related Insights and Resources
Use these links to move from service scope into practical guidance, supporting documents, and regional pages.
Practical guidance on annual Returns Mistakes That Trigger Avoidable CIPC Stress.
Practical guidance on what Delays CIPC Company Registration Most Often.
Practical guidance on why Missing Share Certificates Delay Bank and Due Diligence Work.
Practical guidance on beneficial Ownership Mandate Template vs Final Filing.
Practical guidance on shelf Company vs New Company Registration.
Practical guidance on director Resignation vs Removal.
Common Questions
Everything you need to know about our share certificates & registers service.
I lost my share certificate. What now?
We can issue a replacement. You will need to sign an indemnity form stating the original is lost, which we prepare for you.
Does CIPC keep a record of shareholders?
Historically, no. CIPC only recorded directors. However, the new Beneficial Ownership filing now requires this data. The company itself MUST keep the register.
Can I transfer shares to my spouse?
Yes, via a Share Transfer Form. Note that this may trigger Capital Gains Tax (CGT) or Donations Tax events.
Do I need a share certificate for a bank account?
Yes. Banks require proof of Ultimate Beneficial Ownership (UBO), and the share certificate is the primary proof.
Why does the securities register matter after beneficial ownership filing?
Beneficial ownership filing depends on the underlying ownership record. The securities register, certificates, transfer forms, and resolutions should support what is filed with CIPC, banks, and B-BBEE reviewers.
Trusted by South African SMEs
See how we've transformed the financial frameworks of companies just like yours.
