When establishing a business in South Africa, it is compulsory to create a Memorandum of Incorporation that adheres to guidelines outlined by The Companies Act of 2008 and submit it to the Companies and Intellectual Property Commission (CIPC) in conjunction with the business registration application.
The Memorandum of Incorporation, or the “MOI”, records the rules that govern the conduct of a company as specified by its owners and plays an integral role as it outlines the legal capacity of the business, along with the powers and obligations of its directors and shareholders. It provides the foundation for the company’s governance and serves as a reference point in settling any disagreements that may surface among the company’s stakeholders.
The Memorandum of Incorporation contains:
- Details of the incorporators
- Number of directors and alternate directors
- Share capital
- Company conduct rules