South Africa Private Company (Pty Ltd) Incorporation

This file is the source-review record for this document version, per the manual-source-review-v1 practice.

Current claim

• status: draft
• verification.method: manual-source-review-v1
• verification.lastVerifiedAt: 2026-07-05

Why this schema and why now (GOV-1181)

GOV-1181 ("GovSchema Standard Research") is the same recurring research-cycle issue as GOV-1136/GOV-1157/GOV-1160/GOV-1174. GOV-1174's own closing note records that South Africa was opened as the registry's 13th jurisdiction with exactly one schema published — za/dha/passport-application-first-adult — and that every other ZA vertical (DMV, Business Formation, Visa, Taxes, National ID) remained unopened for "a future cycle". This document is that cycle: it opens Business Formation for South Africa, following the same true-limited-liability-company-formation pattern the GOV-1136 cycle established for DE/FR/NL/SG (each closing the gap between a mere sole-trader registration and a genuine separate-legal-personality company).

A repeat catalog audit of discovery/catalog.json's candidates[] (per the lesson recorded from the GOV-1174 cycle) found the same two dead ends as before — ca/on/mto/vehicle-permit-renewal (blocked on a live plate/permit eligibility lookup) and eu/etias (still pre-launch, per GOV-276) — and no other open candidates within the six focus verticals. With the standing backlog dry and South Africa freshly opened but nearly empty, the productive move (per the memory recorded from GOV-1174) is to expand the new jurisdiction rather than re-litigate known dead ends.

Sources examined

• Document (id, version): za/cipc/private-company-incorporation / 1.0.0
• Spec version: GovSchema 0.3.0
• Authority: Companies and Intellectual Property Commission ("CIPC"), Republic of South Africa.
• Primary sources (all fetched directly from cipc.co.za, each a genuine text-layer PDF, not a scan — read and transcribed in full, including every sidebar instruction, not just the fillable-field labels):
  • https://www.cipc.co.za/wp-content/uploads/Forms/Companies/CoR-14_1.pdf — Form CoR14.1, "Notice of Incorporation": all 7 numbered paragraphs, the incorporator "From:" box, the declaration/signature block, and the full sidebar (fee schedule, annexure conditions, "form is issued in terms of section 13 ... and Regulation 14").
  • https://www.cipc.co.za/wp-content/uploads/Forms/Companies/Cor14_1A.pdf — Form CoR14.1A, Annexure A, "Initial Directors of the Company": the full per-director field list and the sidebar's minimum-director-count rules per company type.
  • https://www.cipc.co.za/wp-content/uploads/Forms/Companies/CoR9_1.pdf — Form CoR9.1, "Application to Reserve a Name": the up-to-4-ordered-names structure and the four name-conflict disclosure questions (out of scope here, see below).
  • https://www.cipc.co.za/wp-content/uploads/2023/10/CoR15_1A-v1_3.pdf — Form CoR15.1A, "Memorandum of Incorporation — Short Standard Form for Private Companies" (all 5 pages): the cover-sheet blanks (director count, authorised share ceiling) and the full boilerplate Articles 1–4, read to confirm the standard form imposes no section 15(2)(b)/(c) ring-fencing provision (Article 1.2(1)) and no par value on shares (Article 2.1(1)).
  • https://www.cipc.co.za/wp-content/uploads/2022/09/Email_addresses_for_applications_and_supporting_docs_requiredv2_0.pdf — "Contact details, forms & supporting documents required when transacting with CIPC" (v2.0, April 2017; still hosted at the current cipc.co.za domain under a 2022 upload path, and cross-checked against a live WebFetch of https://www.cipc.co.za/?page_id=3804, "Company forms and fees", which lists the same form numbers and confirms no newer version supersedes it). The "Registration of companies" section, "Private company short form" row, supplied: the e-Services filing channel and e-mail address, the required supporting documents (certified ID of applicant, certified ID of all incorporators and directors, power of attorney if applicable), the citizen-vs-foreign-national ID-type note, and the fee schedule (R175, reduced by any name-reservation fee already paid: R125 if reserved electronically, R100 if reserved manually).
  • https://www.cipc.co.za/?page_id=149 ("Enterprise registration") and a WebSearch-surfaced secondary summary of BizPortal's turnaround/fee claims — used only as corroborating context (the R175/immediate-turnaround figures cross-check against the primary CoR14.1 sidebar and the supporting-documents PDF), never as the sole source for any field.
• Field extraction method: each PDF above is a genuine AcroForm-style text-layer document (confirmed legible on direct read, unlike za/dha/passport-application-first-adult's scanned BI-73), so field labels, paragraph numbers, and sidebar instructions were transcribed verbatim page-by-page rather than paraphrased from a summary.
• Retrieved / reviewed: 2026-07-05.
• Reviewer: GovSchema Engineering (Standards Engineer — initial authoring source review).

What was confirmed against the source

| Source element | Field(s) | |---|---| | CoR14.1, "Customer Code" | cipcCustomerCode | | CoR14.1 ¶6 — three name-determination options | companyNameMethod, reservationOrRegistrationNumber, reservedNameHolder | | CoR14.1 ¶6 option 3 / CoR9.1 up-to-4-names list | proposedCompanyNamePrimary, proposedCompanyNameAlternate2/3/4 | | CoR14.1 ¶2 — incorporation effective date | incorporationEffectiveDateOption, incorporationEffectiveSpecifiedDate | | CoR14.1 ¶3 — first financial year end | firstFinancialYearEnd | | CoR14.1 ¶4 — registered office address | registeredOfficeAddress | | CoR15.1A cover sheet — authorised share ceiling, no-par-value shares | authorisedShareCount | | CoR14.1 "From:" box + CoR14.1A Annexure A — incorporator/director identity fields | founderFullName, founderFormerName, founderIdentityOrRegistrationNumber, founderIsSouthAfricanCitizen, founderNationality, founderPassportNumber, founderDateOfAppointment, founderDesignation, founderResidentialAddress, founderBusinessAddress, founderPostalAddress, founderOccupation, founderIsSouthAfricanResident | | CoR14.1 declaration/signature block | noticeOfIncorporationDeclaration document (verbatim statement) | | CoR14.1 ¶5 / CoR14.1A sidebar | initialDirectorsAnnexureA document | | CoR14.1 sidebar / CoR15.1A sidebar | memorandumOfIncorporationStandardForm document | | CoR14.1 ¶6 option 3 / CIPC form list ("Cor14.1 App B") | alternativeNamesAnnexureB document, gated by companyNameMethod | | Supporting-documents PDF, "Private company short form" row | founderIdentityDocument document (citizen smart-ID vs. foreign passport) | | CoR14.1 sidebar fee note + supporting-documents PDF fee schedule | registrationFee document (R175 base fee) |

What is NOT independently confirmed / out of scope

• Exact fee net of a paid name reservation. The schema's registrationFee document states the R175 base fee (no prior reservation); the reduced R125/R100 figures when a name was already paid for at reservation are documented in the sourceRef text but not modelled as a second amount, since GSP-0014's documents[] shape supports only one fixed amount per entry, not a condition-dependent one. A future schema version could add a crossFieldValidation-adjacent convention for this if the pattern recurs elsewhere in the registry.
• BizPortal's own screen-by-screen field list. BizPortal (bizportal.gov.za) is CIPC's newer consumer-facing online front-end for this same "private company short form" filing, and a WebFetch of cipc.co.za's own enterprise-registration page describes it as offering "immediate" processing upon payment — but this document's field list is sourced from the underlying prescribed statutory forms (CoR14.1/14.1A/ 15.1A) rather than a BizPortal screen walkthrough, since BizPortal itself was not independently browsed in this pass (unlike, e.g., nl/denhaag/voter-registration-abroad's Playwright-captured wizard). The prescribed forms are the authoritative field set regardless of which front-end channel generates them, per CIPC's own documentation ("Forms have been developed into an online application").
• CoR9.1's four name-conflict disclosure questions. Paragraph 1(a)–(d) of CoR9.1 (language, trade mark conflict, restricted-name category, similarity to an existing entity) governs the stand-alone name-reservation filing, which this document treats as already resolved by the time of incorporation (either a prior reservation is cited, or up to four names are proposed for the Commission itself to check at incorporation) — modelling those four yes/no disclosures would only be correct for the CoR9.1 filing itself, not this Notice of Incorporation.
• Multiple incorporators, trust/juristic-person incorporators. CoR14.1's "From:" box instructs "If there are multiple incorporators, each must be listed. Use a separate sheet" — out of scope by this document's single-founder scoping, consistent with every sibling schema in this quartet (de/handelsregister/gmbh-formation-musterprotokoll, fr/inpi/sasu-or-eurl-formation, nl/kvk/bv-formation, sg/acra/private-limited-company-incorporation).
• Ring-fencing provisions (CoR14.1 ¶7 / Annexure C). The standard MOI (CoR15.1A) fixes this to "no provision of the type contemplated in section 15(2)(b) or (c)" (Article 1.2(1)) — always the first tick-box option for this document's scope, so no field is needed; Annexure C (the alternative) is genuinely inapplicable, not an unresearched gap.
• Manual/paper lodgement and its certified-ID/power-of-attorney handling. The supporting-documents PDF's "Private company short form" row describes both an e-Services electronic path (documents required) and Banking Channel/Self Service Terminal/Third Party Channel paths (fully automated, no documents submitted); this schema models the e-Services electronic path only, matching its single-founder self-filing scope.
• Company secretary and auditor appointment. Not required at incorporation for a private company under the Companies Act, 2008 (a post-incorporation compliance step, per CoR44's separate listing in the supporting-documents PDF); out of scope, consistent with the equivalent scoping decision in sg/acra/private-limited-company-incorporation.
• Customised/long-form MOI (CoR15.1B) and non-private company types. CoR14.1 ¶1 also covers State Owned, Public, Personal Liability, and Non Profit companies, each requiring a different MOI form and (per the supporting-documents PDF) a materially higher R475 fee; out of scope by this document's private-company/standard-MOI scoping.
• Exact South African ID number validation pattern. As with other registry schemas modelling a national ID number without a confirmed check-digit algorithm published in the primary source reviewed, founderIdentityOrRegistrationNumber is bounded only by a generous maxLength, not a pattern, to avoid asserting an unconfirmed format rule.

Scope and jurisdiction notes

• This is South Africa's first Business Formation schema, and the registry's tenth true-limited-liability-company-formation jurisdiction/entity pair, after gb/companies-house/company-incorporation-in01, us/ca/sos/business-entity-llc-formation, ie/cro/company-incorporation, ca/on/registration/business-incorporation, de/handelsregister/gmbh-formation-musterprotokoll, fr/inpi/sasu-or-eurl-formation, au/asic/proprietary-company-registration, nl/kvk/bv-formation, in/mca/company-incorporation-spice-plus, and sg/acra/private-limited-company-incorporation.
• Unlike the DE/FR/NL/SG quartet (each requiring a minimum or nominal paid-up capital contribution at formation), South Africa's Companies Act, 2008 sets no minimum share capital and issues no-par-value shares — the Notice of Incorporation and standard MOI require only an authorised-share-count ceiling, not a paid-up-capital figure. This is a genuine jurisdictional difference recorded here rather than a sourcing gap: no field for an initial capital contribution amount exists because the primary sources never require one at this stage.
• Addresses are modelled as flat strings (registeredOfficeAddress, founderResidentialAddress, etc.), matching every form's own free-text blank layout — none of the four primary forms decomposes an address into structured sub-fields (street/city/postal code), unlike, e.g., sg/acra/private-limited-company-incorporation's Bizfile-derived addressLine/unitNumber/postalCode triples.

Test run

A mock conformance/za/cipc/private-company-incorporation/1.0.0/application-packet.json scenario (Naledi Mokoena, a South African citizen incorporating a single-founder private company by proposing two candidate names — "Karoo Ridge Logistics" and "Sunbird Freight Solutions" — rather than citing a prior name reservation, with incorporation to take effect on the registration certificate's own date and 1,000 authorised no-par-value shares) was checked with a from-scratch script (/tmp/conformance-check.mjs, re-implementing this document's own required/requiredWhen Condition grammar per GSP-0013). Result: 0 violations across 26 fields (19 collected, 7 correctly not-applicable). Mutation tests confirmed: (1) switching companyNameMethod to previously_reserved_or_registered_name with no reservation number given correctly flags reservationOrRegistrationNumber and reservedNameHolder as missing, and correctly drops proposedCompanyNamePrimary's requiredness; (2) setting founderIsSouthAfricanCitizen to false with no passport number given correctly flags founderPassportNumber as missing; (3) setting incorporationEffectiveDateOption to specified_later_date with no date given correctly flags incorporationEffectiveSpecifiedDate as missing; (4) the alternativeNamesAnnexureB document's requiredWhen correctly evaluates to required in the baseline (propose-names) branch and not required in the reserved-name branch. The schema was also validated against the GovSchema v0.3 meta-schema with tools/validate-ajv.mjs (pass).

Path to a verified claim (next step)

To advance to status: verified, a reviewer should independently re-fetch all five CIPC PDFs and the supporting-documents reference table, confirm no newer form revision has been published (CoR15.1A carries a v1_3 filename suffix, suggesting prior revisions exist), and — ideally — walk the live CIPC e-Services or BizPortal registration flow with a real (test) CIPC customer account to confirm the online screen sequence matches the prescribed paper form's field order, recording the outcome here per VERSIONING.md §3 (immutability; a new version if discrepancies are found).

Re-verification

Per the practice's Cadence, nextReviewBy is set to 2027-01-05 (6 months).