Companies and Intellectual Commission

Guidance Note 5 of 2011-Vetting and registration of prospectuses

  • This guidance note is issued in terms of 4 of the Companies Regulation, 2011 and is applicable to companies with the implementation of the Companies Act, 2008 on 1 May 2011.
    • The Companies Act, 2008 provides for the lodgement and registration of Prospectuses under cover of form CoR46.4. It is important to note that there is no form for the lodgement of a draft prospectus for vetting purposes. In order to simplify the process of first lodging a draft for the prospectus to be registered for vetting purposes, and to ensure that the final product is in accordance with the Act, the following process needs to be followed:
      • - Lodgement of a draft prospectus needs to be clearly marked as a draft and lodged under a cover letter and not a form CoR46.4. The fee applicable in the case of a draft is R2000, and this fee will be charged for each draft of a specific prospectus lodged;
        • - Lodgement of a prospectus with all its original attachments for registration purposes needs to be lodged under cover of form CoR46.4 and the fee applicable is R5000.
        • Please note, that each prospectus or rights offer lodged with the CIPC is subject to consideration and approval by a Prospectus Vetting Committee.
          • Yours faithfully,

            Rory Voller
            Deputy Commissioner: CIPC

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