CC to Pty Conversions

If you have a Close Corporation (CC) in South Africa, you have two choices:

1. Keep it ‘as is’. According to the current law (Companies Act of 2008), CC’s will continue to exist in its current form for the time being. Note that there are new requirements with which you need to stay up to date.

2. Convert your CC to a Private Company (Pty).  This is definitely the safest option as the Companies Act correspond 100% with the Pty’s documentation. Also, to gain the Advantages which are included in the latest Company Act for Private Companies, it could be a smart move to convert your current CC to a Private Company. CC to Pty conversions are a common practice.

1. Share liquidity: Your company owners will now become shareholders and each will receive a certain amount of shares. This allows the company to get new investors / trade with their shares in the company very easily.

2. Imports and Exports: If your company deals with any international clients, a CC will not be recognised as a Company format most of the time. In this case it is best to convert your CC to a Pty soonest.

1. Your company will now have the words ‘Pty (Ltd)‘ at the end of its name instead of ‘CC’.

2. The current members will become the Company Directors. Each Director will have a number of shares in the PTY Company.

3. You will receive Company Documents in accordance with the latest Companies Act of 2008, as per below:

1. COR14.3: Company Registration Certificate (used to be CK1 document for CC’s).
2. COR14.1 and CoR14.1A: Appointment of Directors forms.
3. COR15.1A: The Memorandum of Incorporation (MOI) – CIPC’s recommended short format version. If you want your own Custom MOI or the Long MOI, please specify.

Both Close Corporations (CC) and Private Companies (Pty) count as a legal entities and have limited liability of members or shareholders. Close Corporations are often the type of company chosen by small business owners. CCs have members – up to a maximum of 10 natural people.

A CC is similar to a private company. It is a legal entity with its own legal personality and perpetual succession and must register as a taxpayer in its own right. A CC has no share capital and therefore no shareholders.

A Close Corporation and Pty (Ltd) Company is a juristic person. That is, it is a legal entity and exists in law independently of its owners, members and directors. The equivalent of a PTY LTD Company Memorandum of Incorporation (“MOI”) is the Close Corporation Founding Statement.

To get a conversion for your CC to a Pty, please complete the application form