Legal Structure: Acquiring a Private Company (Pty Ltd) vs. a Close Corporation (CC)

Legal Structure: Acquiring a Private Company (Pty Ltd) vs. a Close Corporation (CC)

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Kiran Bibi Broker Asked 1 month ago
What are the remaining legal implications of acquiring a Close Corporation (CC) in South Africa, given that new registrations are no longer permitted?
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2 Answers

Acquiring a Close Corporation (CC) in South Africa means inheriting all existing liabilities, contracts, and compliance obligations, as no new CCs can be registered. Buyers must carefully review financial statements, outstanding debts, and statutory compliance, and consider transitioning to a private company (Pty) for long-term flexibility and governance.
N Answered by Neil Walter | 2 weeks ago
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Acquiring a Close Corporation (CC) in South Africa can feel a bit like buying a vintage car it still runs, but you need to know its quirks. Even though new CCs can no longer be registered, existing ones remain legally valid and transferable, so a buyer can still acquire a member’s interest. The key legal implications are making sure the CK2 member changes are properly registered with CIPC, confirming there are no hidden liabilities tied to members (since members can be personally liable in certain situations), and understanding that the CC cannot be converted back or restructured easily if your long-term plans need flexibility. Many buyers also factor in whether to convert the CC to a private company (Pty) Ltd post-acquisition for better governance and funding options. It’s a deal that can work well as long as you go in with eyes open and a little extra legal care.
M Answered by M.Arham | 5 days ago
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