Services · Company formation
How to register a company in South Africa as a foreigner
The fee is R125 - about $10 - but the bank account takes longer than the company itself. We cover the (Pty) Ltd and the branch, director and address rules, steps and timelines, state fees, the 27% and 20% taxes, annual filings, exchange control and accounts for Russian and Belarusian citizens.
Is South Africa worth it for a company in 2026
The state fee to register a private company in South Africa is R125 (South African rand; symbol R, code ZAR) - about $10 at roughly R16.4 to the dollar. There is no minimum capital, a foreigner can hold 100% of the shares, and the law requires neither a resident director nor a local partner.
The expensive part starts after registration. A company pays 27% corporate income tax, and another 20% is withheld on dividends. In nearby Mauritius the corporate rate is 15%. Then comes the Reserve Bank's exchange control: bringing capital in is easy, but taking profit out works only if the paperwork is right.
The rules are set by the Companies Act 71 of 2008, in force since 1 May 2011. The register is kept by the Companies and Intellectual Property Commission (CIPC), and filing is online.
A good fit for businesses that sell in South Africa and neighbouring countries, hire a local team, bid for tenders or set up a subsidiary of an international group. Not a fit for anyone seeking a low tax rate and a company with no presence: the rate is high, banks check owners down to the ultimate individuals, and a company gives no right to live in the country. Overview: South Africa: citizenship, residence, taxes and visas.
We will calculate online the cost of registering and running your company for the first year.
Which company type to choose as a foreigner: (Pty) Ltd or branch
A foreign owner in South Africa almost always needs one form: the private company, with the mandatory (Pty) Ltd at the end of its name. Shareholders are not liable for the company's debts, shares cannot be offered to the public, and the constitution restricts their transfer.
| Type | Name ending | What it is | Who it suits |
|---|---|---|---|
| Private company | (Pty) Ltd | A for-profit company with limited liability. One director and one shareholder are enough | The main option for a foreign owner, a subsidiary, a small or mid-sized business |
| Public company | Ltd | May offer shares to a wide range of investors. At least three directors, a company secretary and an audit are mandatory | Large businesses raising capital on the market |
| Personal liability company | Inc. | A private company whose directors are liable for its contractual debts together with the company | Professional practices, such as law and audit firms |
| Branch of a foreign company (external company) | Name of the parent company | Not a separate legal entity but a register entry for a foreign company doing business in South Africa. The parent answers for all debts | Businesses operating under the foreign company's own name without a subsidiary |
| Close corporation | CC | An older simplified small-business form. None registered since 1 May 2011; existing ones continue | A new one cannot be created |
Subsidiary or branch. A foreign company must register a branch within 20 business days after it starts doing business in South Africa. Employment contracts in the country count as doing business; a local bank account or buying property does not. A branch pays the same 27% on profit, but no dividends tax is withheld when profit is transferred to the head office. The price of that saving: the parent company puts all of its assets at risk.
What are the director, address and capital requirements in South Africa
The only person who must live in South Africa is neither the director nor the shareholder but the company's tax representative (public officer). The Companies Act keeps the rest to a minimum.
- Director. A private company needs one. Only an individual can be a director, not a legal entity. The Act sets no citizenship or residence requirement.
- Shareholders. One is enough - an individual or a legal entity from any country. The Companies Act does not cap foreign ownership; some industries have their own licensing laws.
- Capital. No minimum. Shares have no par value: the company issues as many as it needs at a price set by the board.
- Registered office. A company must continuously maintain at least one office in South Africa and register its address with CIPC.
- Company secretary. Not needed: the Act requires one only for public and state-owned companies.
- Tax representative (public officer). An individual who lives in South Africa and answers to the South African Revenue Service (SARS) for the company's returns and payments. SARS approves the appointment. Since 24 December 2024 the representative must be in place from day one: the former one-month grace period is gone.
- Constitution (Memorandum of Incorporation, MOI). Standard or customised. CIPC registers the standard form faster and cheaper. A customised MOI is needed when several partners have to fix share classes or pre-emption rights.
Holding shares and serving as a director requires no visa. A visa with the right to work is needed only if the director comes to work in South Africa.
A local specific. South Africa runs Broad-Based Black Economic Empowerment (B-BBEE), a programme to widen the economic participation of black South Africans. Registration does not depend on it, but state buyers and large corporations score suppliers on its scale, and companies without local black co-owners find tenders harder to win.
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Can you register a company in South Africa remotely: steps and timelines
No trip to South Africa is needed to register: CIPC accepts foreigners' documents only through its online e-Services platform. Instant registration through BizPortal or the mobile app is closed to foreigners: those channels serve South African ID holders only.
First, every foreign director passes an identity check called Foreigner Assurance. It requires a certified passport copy: the certification must be no older than three months and name the certifier. A document not in English needs a certified translation.
| Step | What happens | Timeline |
|---|---|---|
| 1. Check of foreign directors (Foreigner Assurance) | Certified passport copies go to e-Services, CIPC confirms identity | CIPC standard is 2 working days, longer at peak volumes |
| 2. Name reservation | Up to four names per application. Optional: the registration number followed by (South Africa) can serve as the name | 1 working day |
| 3. Notice of Incorporation (form CoR 14.1) and the MOI | CIPC registers the company and issues the registration certificate (form CoR 14.3) | 1 working day for a standard MOI, 5 days for a customised one |
| 4. Tax number | CIPC passes the data to SARS, and the company gets its income tax number | Automatic, no separate application |
| 5. Beneficial ownership declaration | The individuals who own or control the company are disclosed to CIPC | Within 10 business days after registration |
| 6. Tax representative and share issue | The company appoints its SARS representative, issues shares and opens the share register | Right after registration |
| 7. Non-resident endorsement of the share certificate | An authorised bank records that a non-resident owns the shares and paid for them from abroad | Within 30 days of acquiring the shares |
| 8. Bank account | The bank checks the company, its directors and ultimate owners | Usually 3 to 8 weeks |
By CIPC standards the registration certificate takes a few working days. In practice, with foreign directors, plan for one to three weeks: the commission itself warns that turnaround depends on volumes.
Who has to travel. For registration - nobody. For the account it depends on the bank: the law allows checks without a face-to-face meeting, but some banks ask a director or signatory to visit a branch.
How much does it cost to register a company in South Africa: state fees
State fees for a private company with a name add up to R175 - about $15. Everything around the registration costs more: documents, an address, accounting.
| Payment to CIPC | Amount | Note |
|---|---|---|
| Name reservation | R50 | Non-refundable fee per application, up to four names |
| Extension of a name reservation | R30 | For another 60 business days |
| Private company with a standard MOI | R125 | R175 together with the name reservation |
| Private company with a customised MOI | R475 | ~$30 |
| Registration of a branch of a foreign company | R400 | ~$25 |
| Annual return to the register | R100 to R3,000 a year | Depends on annual turnover; the scale is in the section on annual filings |
Mandatory costs besides state fees. Certified and translated passports. Apostilled corporate documents if the shareholder is a legal entity. An office address in South Africa. A tax representative, bookkeeping and annual reporting. A customised MOI when there are several partners. These costs depend on the ownership structure.
Fees are small, mistakes are costly: registration, tax and exchange control
The law does not stop you from registering a company on your own. But mistakes cost more than the fees: a director without verified identity, an address the register will not accept, missed annual returns, tax setup without value added tax registration when it is required, transfers that ignore exchange control rules. Murblz support removes these risks: we register the company, provide an address, set up tax registration, track the annual deadlines and prepare a file for the bank. We guarantee professional work and a transparent process, and in most cases a result on the first application.
Support depends on the company form and number of founders - a manager will calculate it in the chat.
What taxes does a company pay in South Africa
Out of R1,000,000 of profit a non-resident owner takes home R584,000. First 27% goes to corporate income tax (R270,000), then 20% dividends tax comes off the remaining R730,000 (R146,000). In this example calculation, which ignores tax treaties, the total burden is 41.6%.
| Tax | Rate for 2026 | What matters |
|---|---|---|
| Corporate income tax | 27% | A South African resident company pays it on worldwide income, a non-resident only on income from South African sources |
| Reduced scale for a small business corporation | 0% on profit up to R99,000, 7% up to R365,000, 21% up to R550,000, 27% above | All shareholders are individuals, gross income up to R20 million a year, other conditions apply |
| Value-added tax (VAT) | 15% | Registration is compulsory once taxable turnover exceeds R2.3 million a year (~$140,000). Voluntary registration is possible above R120,000 |
| Dividends tax | 20% | Withheld by the company when it pays. Dividends paid by one South African company to another are exempt |
What changed in 2026. From 1 April 2026 the compulsory VAT registration threshold rose from R1 million to R2.3 million and the voluntary one from R50,000 to R120,000. The rates of corporate income tax, VAT and dividends tax stayed the same.
Treaties with Russia and Belarus. South Africa has double tax treaties in force with both countries. Per the SARS table, for a recipient in Russia dividends tax drops to 10% if Russian residents hold at least 30% of the capital and have directly invested at least $100,000, and to 15% otherwise. For a recipient in Belarus the rate is 5% for a company holding at least 25%, and 15% for everyone else.
In the example above a 15% rate instead of 20% leaves the owner R620,500, and the total burden falls to about 38%. That is still well above Mauritius, where corporate tax is 15%. Other countries: taxes by country.
What a South African company files every year: returns, audit and beneficial owners
Two years in a row without an annual return, and CIPC may remove the company from the register. Banks freeze its accounts, and reinstatement takes time.
Annual return. Neither a balance sheet nor a tax return, but a confirmation that the company is active, plus a fee. It is filed with CIPC within 30 business days after the anniversary of registration.
| Annual turnover | Fee if filed on time | Fee if filed late |
|---|---|---|
| Less than R1 million | R100 | R150 |
| R1 million to R10 million | R450 | R600 |
| R10 million to R25 million | R2,000 | R2,500 |
| R25 million and more | R3,000 | R4,000 |
Beneficial ownership register. The company discloses to CIPC the individuals who hold 5% or more or who control the company. Changes are reported within 10 business days. Since 1 July 2024 CIPC has not accepted an annual return until the beneficial ownership declaration is filed.
Financial statements and audit. Every company prepares annual financial statements, but not every one needs an audit. The rules use a public interest score: points for employees, turnover, debts to third parties and the number of shareholders.
- 350 points or more - an audit is mandatory.
- 100 to 349 points - an audit is needed if the company compiles its statements in-house. If an independent outside professional prepares them, an independent review - simpler than an audit - is enough.
- Fewer than 100 points - an independent review is enough.
Companies in which every shareholder is also a director are exempt from both audit and independent review, unless the score makes an audit mandatory. A foreign group will not benefit from that exemption: a corporate shareholder cannot be a director.
Tax filings. The corporate income tax return (form ITR14) goes to SARS within 12 months after the financial year ends. The tax is paid in advance: the first payment within six months from the start of the year, the second by its last day.
How to open a company bank account in South Africa and what Russian and Belarusian citizens face
The account is the slowest step: the company is registered within days, while the bank usually takes 3 to 8 weeks. The reason is the Financial Intelligence Centre Act 38 of 2001 (FICA). It obliges a bank to identify directors, signatories and ultimate individual owners, and to understand the purpose of the account and the origin of the money.
The grey list is over, the checks remain. On 24 October 2025 the Financial Action Task Force (FATF) removed South Africa from its list of jurisdictions under increased monitoring, where the country had been since February 2023. The customer checks tightened to get off the list still apply.
Russian and Belarusian citizens. South Africa is a BRICS member with no sanctions on Russia, and its law does not bar Russian or Belarusian citizens from registering companies or opening accounts. Banks, however, weigh their own risks. In its Financial Stability Review of May 2023 the South African Reserve Bank (SARB) named secondary sanctions as a threat and warned that foreign correspondent banks could cut back their dealings with South African banks. Holders of a Russian or Belarusian passport should expect enhanced checks on the origin of funds and counterparties.
Russian citizens have needed no visa for stays of up to 90 days since 30 March 2017. Belarusian citizens with an ordinary passport need a visa before the trip.
Exchange control. Money for the shares comes from abroad through an authorised dealer - a commercial bank permitted by the Reserve Bank to handle foreign exchange. The same bank puts the "non-resident" endorsement on the share certificate within 30 days of acquiring the shares. Without the endorsement the bank will transfer abroad neither dividends nor the proceeds from selling the company.
Since late 2025 there is one more condition. The Reserve Bank's Exchange Control Circular 15/2025 of 22 October 2025 tied dividend transfers to non-residents to a tax check, and an interim guideline of 11 December 2025 eased the procedure: an unlisted company shows the bank a valid tax compliance status with SARS. The procedure is interim; for how it applies to your company, ask an expert.
Company and residence. Registering a company gives no right to live in South Africa. A business visa under section 15 of the Immigration Act requires R5 million (about $310,000) invested from abroad and at least 60% of staff being South African citizens or permanent residents; priority industries may get a lower amount. Remote workers with a foreign client are closer to the South Africa digital nomad visa.
More on banks: business account in South Africa and personal account in South Africa.
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What we do
Registration in South Africa costs R125 and takes days, while a mistake in bringing in capital or a missed non-resident endorsement later blocks dividends. So we start by asking why the company should be in South Africa at all.
- we assess the task and say plainly if another country works better, for example Mauritius;
- we help choose the form: (Pty) Ltd or branch, standard or customised MOI;
- we prepare the documents: certified passport copies for the director check, the MOI, powers of attorney, translations and apostilles;
- we file with CIPC: director check, name reservation, registration, beneficial ownership declaration;
- we help with a registered office in South Africa and a tax representative to SARS;
- we bring in Murblz accounting and tax specialists: bookkeeping, tax and VAT returns, the CIPC annual return and, where needed, an audit or independent review;
- we prepare the compliance pack for the bank, help open the account and document the capital contribution and the non-resident endorsement.
Legal representation - registration actions, dealings with authorities and disputes - is handled by our partners holding a local licence. Other countries: company registration and company formation abroad. All programmes for the country are on the South Africa page.
See also
Business account · Personal account · Investment property · All country programs
FAQ
Can a foreigner register a company in South Africa?
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