Greylist Exit Sparks Stricter Beneficial Ownership and Annual Returns Enforcement
South Africa’s removal from the FATF Greylist on 24 October 2025 signalled significant progress, not permission to relax. In a recent media statement, SARS emphasises its commitment to increased access to Beneficial Ownership information, and confirms yet again, that regulators like CIPC, SARS, and the FIC are coordinating more closely to sustain transparency.
A Wake-Up Call from the CIPC
Early 2025, the Companies and Intellectual Property Commission (CIPC) launched a mass deregistration of over 500 000 entities due to outstanding Annual Returns and incomplete Beneficial Ownership (BO) data. According to Zola, this wave of deregistrations came as no surprise.
How Beneficial Ownership Fits into the Picture
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Why This Matters
When you try to submit your Annual Return, the CIPC system checks whether your Beneficial Ownership (BO) information is up to date. If it’s missing or outdated, the system blocks your submission, and your company becomes non-compliant.
Who Must File Annual Returns - and When They’re Due
Every registered company or close corporation in South Africa – whether trading or dormant – is required by law to file an Annual Return with the CIPC each year (every 12 calendar months).
Here’s how it works:
- Private companies and close corporations must file within 30 business days after the anniversary of their incorporation date. Late submissions incur escalating penalties, and after non-compliance persists, CIPC may deregister the entity.
- Non-profit companies have longer timelines, but still need to submit annually to remain active.
- Late submissions trigger penalties, and after a certain period, the company may be automatically deregistered.
Real-World Example: The Compliance Roadblock
Let’s imagine a small business owner named Sipho, who runs Greenline Trading (Pty) Ltd. His company was registered in October 2024, so his next Annual Return is due by November 2025.
However, when Sipho logs into the CIPC portal, he gets an error saying “Annual Return submission blocked – Beneficial Ownership missing.” What he didn’t realise is that because he recently added his wife as a shareholder, he needed to update his BO register to reflect the new ownership.
A simple oversight like that can lead to penalties, suspension, or deregistration if left unresolved. In fact, any change in ownership must be reported to CIPC promptly within 10 business days, to keep the Beneficial Ownership Register current.
Avoid BO Filing Delays
Outdated Beneficial Ownership details can block your Annual Return. Let our experts update your BO records fast and keep your company active.
Simple vs Complex Ownership Explained
Zola uses two simple examples to clarify the difference between straightforward and layered structures:
Simple Structure:
“If Lebo owns 100 % of Lebo Designs (Pty) Ltd, she is the Beneficial Owner. Simple.”
Complex Structure:
“If ABC Holdings owns 70 % of Sun Tech (Pty) Ltd, and ABC Holdings has two shareholders — Tom and Nandi — both of them are the ultimate beneficial owners through that chain.”
Bottomline? CIPC must always know what is called the “natural persons” behind every registered entity.
The Risks of Ignoring Annual Returns and BO Updates
Failing to file your Annual Returns or update your BO information can have serious consequences:
- Deregistration: If your company fails to file Annual Returns, CIPC issues a deregistration notice. Continued non-compliance results in removal from the register.
- No legal status: You can’t open a bank account, tender, or sign new contracts.
- Personal liability: Directors can face legal risk if they keep operating after deregistration.
- Reputation damage: Lenders and partners see non-compliance as a red flag.
How to Submit Correctly and Avoid Common Mistakes
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With Company Partners, Compliance Has Never Been Simpler
Company Partners offers a streamlined service for businesses that don’t want to risk mistakes or missed deadlines.
Our compliance specialists:
- Provide instant proof of submission and certificate copies.
- Send reminders and status updates so nothing slips through the cracks.
- Offer expert advice if your company is already deregistered and needs to be reinstated.
Final Takeaway
Even though South Africa is off the Greylist, compliance enforcement has never been stricter. CIPC now uses automated systems to detect missing Annual Returns and BO data, and deregistrations happen fast.
So before year-end, take one simple step that could save your company: File your Annual Return and update your Beneficial Ownership on time, or let our experts at Company Partners do it for you.
