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How to Register a Non-Profit Company (NPC) in South Africa

Last updated: 2026-03-19

A Non-Profit Company (NPC) is registered with CIPC using the CoR15.2 form, similar to a Pty Ltd but with key differences. The NPC's Memorandum of Incorporation (MOI) must include an objects clause specifying the public benefit purpose, a prohibition on distributing income or assets to members, and a provision that remaining assets are transferred to another NPC or public benefit organisation upon dissolution.

NPCs replaced the old Section 21 company structure under the Companies Act 71 of 2008. They are commonly used by charities, community organisations, educational institutions, religious bodies, and social enterprises. While NPCs can (and often do) generate revenue, all income must be used to further the NPC's stated objects — not to enrich members or directors.

After CIPC registration, an NPC should apply for Public Benefit Organisation (PBO) status with SARS if it qualifies. PBO status provides significant tax benefits: the NPC becomes exempt from income tax on receipts and accruals used for approved public benefit activities. Additionally, donors to an approved PBO can claim tax deductions on their donations (up to 10% of taxable income for Section 18A-approved organisations).

Step-by-Step Process

  1. 1

    Define your objects and constitution

    Clearly define the NPC's public benefit purpose. Draft an MOI that includes the required NPC provisions (no profit distribution, asset lock, at least three directors).

  2. 2

    Reserve a company name

    Apply for a name reservation with CIPC. NPC names often include descriptive terms but must still be unique.

  3. 3

    File CoR15.2 with CIPC

    Submit the Notice of Incorporation for an NPC, along with the MOI, director details, and registered address.

  4. 4

    Receive registration certificate

    CIPC issues a registration certificate with a company number ending in /08 (indicating NPC status).

  5. 5

    Register with SARS

    Register for income tax. Apply for PBO status (IT77) if the NPC qualifies for tax-exempt approved public benefit activities.

  6. 6

    Apply for Section 18A approval

    If you want donors to receive tax deductions, apply for Section 18A approval from SARS separately from PBO status.

  7. 7

    Register with Department of Social Development (optional)

    If the NPC operates as a non-profit organisation, register with the DSD under the NPO Act for additional recognition and funding eligibility.

Key Requirements

Key requirements
Requirement
At least three directors (natural persons)
MOI with public benefit objects clause
No profit distribution to members
Asset lock provision in MOI
Registered office in South Africa
SARS registration for income tax

Important Deadlines

Important deadlines
Deadline
CIPC registration: no fixed deadline but operate before registration
PBO application: can be submitted after CIPC registration
Section 18A application: separate SARS application process
DSD NPO registration: within required timeframe

Fees & Costs

Fees and costs
ItemAmount
CIPC NPC registration (CoR15.2)R175
CIPC name reservationR75
Attorney-drafted NPC MOIR3,000–R15,000
SARS PBO applicationFree
DSD NPO registrationFree

Non-Compliance Penalties

Non-compliance penalties
Penalty
Operating without CIPC registration: personal director liability
Loss of PBO status: income tax exemption revoked retrospectively
Section 18A non-compliance: donors lose tax deductions
Distributing profits: violation of Companies Act NPC provisions

Frequently Asked Questions

What is the difference between an NPC and an NPO?
An NPC (Non-Profit Company) is a company type registered with CIPC under the Companies Act. An NPO (Non-Profit Organisation) is a registration with the Department of Social Development under the NPO Act. An NPC can also register as an NPO, and many do for additional funding eligibility and credibility.
Can an NPC earn revenue from trading activities?
Yes. An NPC can earn revenue from trading, fees, and commercial activities. However, all profits must be used to further the NPC's stated objects, not distributed to members or directors. NPCs with PBO status must ensure commercial activities are related to their approved public benefit purpose.
How long does NPC registration take?
CIPC registration typically takes 1–7 business days once the application is submitted. The PBO application to SARS can take 3–6 months. Section 18A approval is a separate process that may take additional time. Budget 2–3 months for the full registration suite.

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