How to Register a Non-Profit Company (NPC) and How It Differs from an NPO
Starting a charity, church project, community organisation or foundation? “NPC”, “NPO” and “PBO” are three different registrations with three different bodies. Here is which you need, and how to register an NPC with CIPC.
By the Mitrend Accounting Services company secretarial team · Checked against CIPC’s own guidance on · Independent guide, not affiliated with CIPC
An NPC (non-profit company) is a company registered with CIPC under the Companies Act. It needs at least three directors, a name and an MOI, and its income and property may never be distributed to its directors or members. An NPO is a registration with the Department of Social Development, and a PBO is a tax-exemption approval from SARS. Many organisations hold all three. A standard NPC without members (CoR15.1C) costs R175 including the name and can be registered online.
NPC vs NPO vs PBO: what is the difference?
| NPC | NPO | PBO | |
|---|---|---|---|
| What it is | A legal entity: a company not for profit | A registration status for non-profit organisations | Tax-exempt status for public benefit activities |
| Registered with | CIPC (Companies Act) | Department of Social Development (Nonprofit Organisations Act) | SARS (section 30, Income Tax Act) |
| Gives you | Separate legal personality and limited liability | Credibility with funders; required by some funders and government programmes | Income tax exemption and, with section 18A approval, tax-deductible donations |
An NPO can be a voluntary association, a trust or an NPC. If you want a legal entity that can own property, sign contracts and limit the founders’ liability, register an NPC with CIPC first, then apply for NPO and PBO status.
NPC with members or without members?
| NPC without members | NPC with members | |
|---|---|---|
| Members | None. The directors run everything | Members (individuals or entities) take part and may vote |
| Governance | Solely the board of directors | Members can elect directors, depending on the MOI |
| MOI must cover | How directors are appointed | Membership qualifications, application process, rights and obligations |
| Flexibility | Simpler and quicker decisions | Less flexible; members must be consulted |
| MOI form | CoR15.1C (short standard) or CoR15.1D (long standard) | CoR15.1E (long standard) or customised |
| Directors | At least three | At least three |
Most small charities choose without members for simplicity. Choose with members if the organisation is genuinely membership-based, such as an association or club, where members expect a vote.
Rules every NPC must follow
- It must have a public benefit or a cultural, social, communal or group-interest purpose.
- Income and property may not be distributed to incorporators, members, directors or officers. Everything must advance the NPC’s purpose (reasonable pay for work actually done is allowed).
- At least three directors.
- An NPC must have a name: it can’t be registered under its number alone. The suffix is “NPC”.
- Like any company, it files annual returns, beneficial ownership (declaring the people who control it) and a FAS or AFS every year.
Requirements to register a standard NPC online
For an NPC without members with a standard MOI (CoR15.1C) on e-Services, CIPC requires:
- A minimum of three directors.
- Every director is also an incorporator, regardless of how many directors there are.
- Director ID numbers are validated with Home Affairs, and only South African citizens can be captured online. Foreign directors need the manual (email) process.
- An alternate director can only be appointed if a full director has been appointed first.
- Fee: R175 including name reservation, or R125 if the name was already reserved separately.
- Each director’s own email address and cell number.
NPCs with members, or with a long-form or customised MOI (CoR15.1D/E), go through CIPC’s manual registration process at R475.
Step by step: registering an NPC on e-Services
- Get a CIPC customer code and load enough credit.
- Reserve the name, or apply for it during registration. NPCs must have a name; check it with our name checker.
- Log in → Register a New Company → choose Non Profit Company – NPC.
- Choose how directors will be appointed, for example at the annual general meeting held within six months after the financial year end.
- Capture all directors (at least three; each is also an incorporator) with their contact details and addresses.
- Capture the NPC’s details: financial year end, addresses and the main object.
- Submit. CIPC emails the registration certificate, the CoR15.1C MOI and the disclosure documents.
After registering the NPC
- File beneficial ownership within 10 business days.
- Open a bank account in the NPC’s name.
- Apply for NPO registration with the Department of Social Development, if your funders or activities require it.
- Apply to SARS for PBO status (and section 18A if you want donors to get tax deductions).
- Keep proper minutes, accounting records and a conflict-of-interest register.
Frequently asked questions
What is the difference between an NPC and an NPO?
An NPC is a non-profit company registered with CIPC, a legal entity with limited liability. NPO is a registration status with the Department of Social Development, which an NPC, trust or voluntary association can apply for.
How many directors does an NPC need?
At least three, whether it has members or not.
How much does it cost to register an NPC?
A standard NPC without members (CoR15.1C) costs R175 including name reservation, or R125 if the name was reserved separately. NPCs with a long-form or customised MOI cost R475.
Can foreigners be directors of an NPC?
Yes, but the online e-Services process only accepts South African citizens. NPCs with foreign directors are registered through CIPC’s manual process.
Can an NPC pay its directors?
An NPC may pay reasonable remuneration for work actually done, but it can’t distribute profits, income or property to directors, members or incorporators.
Does an NPC have to file annual returns?
Yes. NPCs file annual returns, beneficial ownership information and a FAS or AFS like any other company.
- How to register a company · includes free business structure chooser
- Memorandum of Incorporation (MOI)
- Name reservation & name change · includes free company name checker
- Customer code & e-Services login