Close Corporations Amendment Act 64 of 1988. If a member of a Close Corporation (CC) is under 21, the registration document must be signed by a parent or guardian. PENDLEX: Close Corporations Act 69 of 1984 after amendment by the Corporate Laws Amendment Act 39 of 2002. without In terms of section 4 of the Close Corporations Amendment Act, No. (2) Condition A is that the company is under the control— (a) of 5 or fewer participators, or (b) of participators who are directors. There is no legal obligation to convert a Close Corporation to a Company. It is registered with the suffix ‘CC’, and given a number, by the Companies and Intellectual Property Commission. Use this menu to access essential accompanying documents and information for this legislation item. Regulations dealing with certain administrative and other matters have been published in the Government Gazette No. The Whole A Close Corporation is a legal entity with its own persona. Return to the latest available version by using the controls above in the What Version box. Notice in terms of Section 6 of the Close Corporations Act, 1984. (6)See also section 441 (treatment of some persons as participators or directors for the purposes of subsection (3)). 9503 and these are to be read in conjunction with the Close Corporations Act. 69 of 1984, was enacted by Parliament in June 1984. Schedules you have selected contains over %PDF-1.4 Protect the Close Corporation, its Members, and the Accounting Officer by using our NEW Association Agreement. Different options to open legislation in order to view more content on screen at once. The Close Corporations Act, No. Show Timeline of Changes: Close Corporations Act, 1984 (Act No. Generally, the shareholders of a close corporation will act as the managers of the company. ��ŷ�.4nsw��locg��\�Xkl���+Jr_P��+�]�*����YЩ��2����dO��:�3~�Y���a�C@H�b �π��L��\���m�*�o �o�Fe�p�^ �Z�����a �ה!�����@0?��?��|꿎��l������l�'��V�u������ݧ?��B��%���Q�����`��?�4�S?�N��� ԟ ��V�{`��W d��̟!��$,I�bw� c͵~�Y�-H�CA�j�R���^R!���+��`�B���΀��Z�,n��(�\�m�A6K�Qx�r�|�K!W�'z�z�J��p��F�X ]��e���j��U��w���>�~FU¡���kr��s_a�QAk ?��,$���UU�Z��>6]g�vw3�ݮsa���{-�6�ب�i�����#��bG�_ ����P~}W/"�h�VB?0��k3�A�'�!H}�4�R�% �R��Z����G��uڏ=���?ܒ�O\����;�T� Sch. {œ�q��^�����;�i�ld�7�O�'��s�r����T�X����"B�Ҩ=kX '.� -6�p&\j��&t5�nd��_aod�u-xHj׃�@Ro�l� �A!�~+�����Wp�;�WHW��I�����#�c��c�9��[�������"�X!�8)˖���ؼ�U��u�p ��ЩބH�Sd�S x\MKs��`��'jX���%�>���p�);4�y������g�x�N:,��=_Q�̵q���#es����N���^�e,N�[k��?�*^� �����s7�ٸ*a�. 82. In addition, certain amendments to the principal Act were made in various amendment acts. (ii)the part of the assets of the relevant company to which the other company is entitled were distributed among the participators in the other company in proportion to their respective entitlement to the assets of the other company available for distribution among the participators. The main purpose of forming a California close corporation is to give the shareholders of your company more control than they would have with a normal corporation. <> 4; Practice Note 1 of 2006; Notices. Section 6 (1) (a) and (b) - deleted. (4)But subsection (3) does not apply for the purposes of section 440. Use the ‘more’ link to open the changes and effects relevant to the provision you are viewing. Whole provisions yet to be inserted into this Act (including any effects on those provisions): (1)For the purposes of the Corporation Tax Acts, a “close company” is a company in relation to which condition A or B is met. For further information see the Editorial Practice Guide and Glossary under Help. means the Close Corporations Act 69 of 1984; No account is to be taken of a participator which is a company unless the company possesses or is entitled to acquire the rights in a fiduciary or representative capacity. Where the Close Corporation is the registered “owner” of immovable property, as defined in section 102 of the Deeds Registries Act 47 of 1937, the Close Corporation can sell its immovable property. The Schedules you have selected contains over 200 provisions and might take some time to download. (2) A corporation formed in accordance with the provisions of this Act is on Notice No. the part of the assets of the relevant company to which the other company is entitled were distributed among the participators in the other company in proportion to their respective entitlement to the assets of the other company available for distribution among the participators. Short title and commencement. How to submit documentation for our records: Copies of documents that we need you to provide us with for our records can be certified by a commissioner Close Corporations Act 26 of 1988 (4) A corporation shall have the capacity and powers of a natural person of full capacity in so far as a juristic person is capable of … Act you have selected contains over Dependent on the legislation item being viewed this may include: Click 'View More' or select 'More Resources' tab for additional information including: All content is available under the Open Government Licence v3.0 except where otherwise stated. Definitions; Part I : Formation and Juristic Personality of Close Corporations. A Close Corporation has members and a Company has shareholders and directors. Act 69 of 1984, was enacted by Parliament in June 1984. 9503 and these are to be read in conjunction with the Close Corporations Act. long time to run. The Close Corporations Act (and the Companies Act) are of course law of general application and may therefore provide for members and shareholders to be deprived of the property they hold in the form of member's interests and shares – so long as such deprivation is not arbitrary and has a rational basis. requirement: (3)No account is to be taken of a participator which is a company unless the company possesses or is entitled to acquire the rights in a fiduciary or representative capacity. For further information see ‘Frequently Asked Questions’. 25 of 2005 the words "he", "him", "his" and "himself", wherever they occur except in sections 10 (1) (m) and (o), 13, 14, 15 (1), 72 and 76 (3) (b), are substituted with the words "he or she", "him … x��]]s�q}ׯ��%S�f�=��t}�8�8�ʃ�J�vg�㐳4whE�> ����b;R��q��h`0��o���7]������?�n�y�~����ڮ�y�?�1�?�?������9�uX7ؾ��� (3) Condition B is that 5 or fewer participators, or participators who are directors, together possess or are entitled to acquire— Close Corporations Amendment Act 81 of 1992 1062 of 2005; Regulations. South African Government | Let's grow South Africa together Define Close Corporations Act. 3. The Whole Act without Schedules you have selected contains over 200 provisions and might take some time to download. The following provisions apply for the purpose of determining whether under subsection (3) of section 439 five or fewer participators, or participators who are directors, together possess or are entitled to acquire rights such as are mentioned in paragraph (a) or (b) of that subsection. The dates will coincide with the earliest date on which the change (e.g an insertion, a repeal or a substitution) that was applied came into force. Act you have selected contains over Text created by the government department responsible for the subject matter of the Act to explain what the Act sets out to achieve and to make the Act accessible to readers who are not legally qualified. a close corporation in terms of this Act, may form a close corporation and secure its incorporation by complying with the requirements of this Act in respect of the registration of its founding statement referred to in section 12. 31 omitted (retrospective to 6.4.2010) by virtue of Finance Act 2012 (c. 14), s. 52(2) (3)). You may also experience some issues with your browser, such as an alert box that a script is taking a long time to run. A person is to be treated as a participator in or director of the relevant company if the person is a participator in or director of any other company which would be entitled to receive assets in the notional winding up of the relevant company on the basis set out in section 440. (This amendment not applied to legislation.gov.uk. (4)For exceptions to this section, see sections 442 to 447 (companies which are not to be close companies). You may also experience some issues with your browser, such as an alert box that a script is taking a long time to run. Indicates the geographical area that this provision applies to. wC'��7��M�{{�N�?��O7�����F�7�ND���kՃ�q�ڙ�OO~��;�넵�c���I�n_#z���E����v�ȸ��Pd7w�ByW��%g8E���#f��h���o�q{.i9�ѷ?ewI�v����uCr�'�G�7��3����o>Hq��_>|�����|'�]�c�s��~�]?h+n���O}jow�ה�z��`({�BZ����P)؅���U���g���РBq|���E��,wn7(m� 2�w�v��j�v�Y�`|��̢d��� ����Z�oLJ��C��tw?�p�},��C�bM�~'�V!��e7J�B٬���`��FHo��?��c�����t���tw�|Wj6��,{���cхީ΅���3�#��{�������* � |��f&F*�V���K壃c�`u�ߩU�fH?jqk��~��߭x��(:r�u�l�Aۨ�>�QO�ۓ�-��E����������#�A�������c�E�U���# s᱊e ���f����^�U˫����O�A�|G3�N�3����Yv�P���ٝ�a(A�ʄK�WFHoBǹ���.�/J;� �J���H_������� 200 provisions and might take some time to download. The Whole In essence, a close corporation is a corporation whose shareholders and directors are entitled to operate much like a partnership. may also experience some issues with your browser, such as an alert box that a script is taking a KYC - CLOSE CORPORATIONS A CLOSE CORPORATION is a registered business defined in terms of Section 1 of the Close Corporation Act. For the purposes of the Corporation Tax Acts, a “close company” is a company in relation to which condition A or B is met. There are changes that may be brought into force at a future date. J Jones t/a Kembul Trading: Kembul Trading CC: Kembul Trading (Pty) Ltd: Registration number format: Defensive name: 2009/222222/23: 2016/222222/07: Reg.No. 200 provisions and might take some time to download. �����a.#� V���n�LP{�x���(4~��BNg�>�\} ef�z+�AAӃ��ce�S���T��)�xK50��(!�3�#��� ٮ�c��Ԭ�#��p �WN�b�aZ�py��?!��rO�|�����@? (1)This section applies for the purposes of section 439(3). This date is our basedate. Regulations dealing with certain administrative and other matters have been published in the Government Gazette No. A Close Corporation may have a minimum of one member or a maximum of 10 members.However there are no limitations in respect of the number of employees in a Close Corporation. Corporation Tax Act 2010, Cross Heading: Meaning of “close company": general is up to date with all changes known to be in force on or before 21 December 2020. Schedules you have selected contains over A Close Corporation is registered in terms of the Close Corporations Act 69 of 1984. stream Close Corporation: Company: Naming: Name used under common/business law: Name registered in terms of CC Act: Name registered in terms of Companies Act: Name usage e.g. In the notional winding up of the relevant company, the part of the assets available for distribution among the participators which any person is entitled to receive is the aggregate of—, any part of those assets which the person would be entitled to receive in the event of the winding up of the relevant company, and, any part of those assets which the person would be entitled to receive if—, any other company which is a participator in the relevant company and is entitled to receive any assets in the notional winding up were also wound up on the basis set out in this section, and. Original (As Enacted or Made): The original version of the legislation as it stood when it was enacted or made. You No changes have been applied to the text. It will be possible for businesses to continue to run their operations out of an existing close corporation if they so wish. without The Close Corporations Act, No. Geographical Extent: The close corporation election … Practice note No. Act The Whole (1) At any time before section 13 of the Companies Act comes into operation, any one or more persons, not exceeding ten, who qualify for membership of a close corporation in terms of this Act, may form a close corporation and secure its incorporation by complying with the requirements of this Act in respect of the registration of its founding statement referred to in section 12. Dependent on the legislation item being viewed this may include: This timeline shows the different points in time where a change occurred. Formation and juristic personality of close corporations; Part II : Administration of Act. This Act shall be called the Close Corporations Act, 1984, and shall come into operation on a date fixed by the State President by proclamation in the Gazette. For more information see the EUR-Lex public statement on re-use. Close Corporations Amendment Act 17 of 1990. 7 0 obj 6 para. The Whole long time to run. Close corporations are often run by family members wherein the management of the corporation is purposely restricted within the family or a small circle of trusted individuals. A close corporation allows the shareholders to act as would a general partnership in day-to-day operations, however IF the shareholders step in to run the company, they retain limited liability as shareholders, but take on the fiduciary duties of directors. For exceptions to this section, see sections 442 to 447 (companies which are not to be close companies). Where those effects have yet to be applied to the text of the legislation by the editorial team they are also listed alongside the legislation in the affected provisions. such rights as would, in that event, so entitle them if there were disregarded any rights which any of them or any other person has as a loan creditor (in relation to the relevant company or any other company). 1.4. Condition A is that the company is under the control—, Condition B is that 5 or fewer participators, or participators who are directors, together possess or are entitled to acquire—, such rights as would, in the event of the winding up of the company (“. Close Corporations Act 69 of 1984 To provide for the formation, registration, incorporation, management, control and liquidation of close corporations; and for matters connected therewith. to any further notional winding up required by that paragraph (or by any further application of that paragraph), Treatment of some persons as participators or directors for the purposes of section 439(3). to the notional winding up of the other company mentioned in paragraph (b) of that subsection, and. � The Whole Act you have selected contains over 200 provisions and might take some time to download. Close Corporations A ‘close corporation’ is similar to a company. ���#ů�6PgP���zz�ԝ%�ɬOf�� WFX��km�����M8�.0B����e�&�R�,>�����O��O�A��ݪ�Y�j����o����%� ���X����=���M���ps/U��O� �]ק�t�8 �^Qg@ҥI8Bzs���������?��N��� (1) For the purposes of the Corporation Tax Acts, a “close company” is a company in relation to which condition A or B is met. In terms of the new Companies Act, 2008 no new Close Corporations may be registered, and existing Close Corporations may convert to a Company at no conversion fee up to 30 April 2014.. references to “the relevant company” are to be read as references to the company concerned. - Amended by Close Corporations Amendment Act 25 of 2005 from 11 Jan 2006 - Amended by Prevention and Combating of Corrupt Activities Act 12 of 2004 from 28 Apr 2004 - Amended by Judicial Matters Amendment Act 16 of 2003 from 10 Jul 2003: S 10, 74, 76 Existing close corporations can elect to continue to exist until deregistered, dissolved or converted into a private company governed under the new Companies Act. “CIPRO” means the Companies and Intellectual Property Registration Office that constitutes a combined administrative office for the various registration offices established or deemed to be established under the Act, the Companies Act, 1973 (Act 61 of 1973), the Trademarks Act, 1993 (Act 194 of 1993), the Designs Act, 1993 (Act 195 of 1993), and the Patents Act, 1978 (Act 57 of 1978); %�쏢 Changes and effects are recorded by our editorial team in lists which can be found in the ‘Changes to Legislation’ area. close corporation be de-registered. (b)such rights as would, in that event, so entitle them if there were disregarded any rights which any of them or any other person has as a loan creditor (in relation to the relevant company or any other company). !=� Registrar; 5. 1354 of 1984; Act; 1. Application of Companies Act to enforcement of Act; 83. You This section applies for the purposes of section 439(3). See how this legislation has or could change over time. Notice No. As such, these shareholders may be liable for failing to fulfill their fiduciary duties. CLOSE CORPORATIONS ACT 69 OF 1984 [ASSENTED TO 19 JUNE 1984] [DATE OF COMMENCEMENT: 1 JANUARY 1985] (English text signed by the State President) as amended by Close Corporations Amendment Act 38 of 1986. 69 of 1984) Notice No. Changes we have not yet applied to the text, can be found in the ‘Changes to Legislation’ area. 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