Restoring a Deregistered Company

Why Companies Are Deregistered

Companies are usually deregistered for failing to file annual returns or beneficial ownership declarations. Once deregistered, the company loses its legal status, bank accounts may be frozen, and contracts become void.

Restoration Methods

1. Administrative Restoration with CIPC
   • Applicable if the company was deregistered for non‑compliance and has no outstanding legal disputes.
   • Submit Form CoR 40.5 to CIPC.
   • Provide proof of filing outstanding annual returns and settling any penalties.
   • Pay the restoration fee.
2. Court Order Restoration
   • For more complex cases, such as companies with outstanding litigation or assets, you must apply to the court for an order restoring the company.
   • Prepare affidavits explaining why the company should be reinstated.
   • Once the order is granted, lodge it with the CIPC, along with the outstanding documents and fees.

Steps to Complete Restoration

• File All Outstanding Returns: Bring annual returns, tax returns and beneficial ownership declarations up to date.
• Pay Fees and Penalties: Settle outstanding CIPC and SARS fees.
• Update Company Records: Provide up‑to‑date information on directors, registered address and beneficial owners.
• Reopen Bank Accounts: Once CIPC confirms restoration, present the notice to your bank to unfreeze accounts.

Important Notes

Restoration can take several weeks or months, depending on the extent of the compliance work required. Engaging professionals familiar with CIPC processes will speed up the restoration.