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 โ 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
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).
Reserve a company name
Apply for a name reservation with CIPC. NPC names often include descriptive terms but must still be unique.
File CoR15.2 with CIPC
Submit the Notice of Incorporation for an NPC, along with the MOI, director details, and registered address.
Receive registration certificate
CIPC issues a registration certificate with a company number ending in /08 (indicating NPC status).
Register with SARS
Register for income tax. Apply for PBO status (IT77) if the NPC qualifies for tax-exempt approved public benefit activities.
Apply for Section 18A approval
If you want donors to receive tax deductions, apply for Section 18A approval from SARS separately from PBO status.
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
- 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
- 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
- CIPC NPC registration (CoR15.2)R175
- CIPC name reservationR75
- Attorney-drafted NPC MOIR3,000โR15,000
- SARS PBO applicationFree
- DSD NPO registrationFree
Non-Compliance Penalties
- 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?
Can an NPC earn revenue from trading activities?
How long does NPC registration take?
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