How to Change Authorised Shares Online Through CIPC e-Services: A Complete Step-by-Step Guide

Learn how to change authorised shares online through CIPC e-Services, including increasing or decreasing shares, re-classifying shares, converting par value shares, adding share classes, OTP verification and payment.

Changing the authorised share structure of a South African company is an important corporate action that should be handled carefully. A company may need to increase or decrease the number of authorised shares in an existing class, re-classify shares, convert par value shares to no par value shares, or create an entirely new class of shares.

The Companies and Intellectual Property Commission (CIPC) provides an electronic Authorised Share Changes service through its e-Services platform, allowing eligible companies to submit certain authorised share changes online.

This guide explains the process from logging into CIPC e-Services through to submitting the transaction, completing OTP verification, making payment and receiving the filing confirmation.

Important: This article is based on CIPC’s Step by Step Guide: Electronic (via e-Services) Authorised Share Changes, Version 1.0. CIPC requirements, fees, system functionality and procedures can change, so companies should verify the latest requirements before submitting a transaction.

What are authorised shares?

Authorised shares are the shares that a company is permitted to issue under its share structure. The authorised share capital or authorised share structure determines the number and classes of shares that a company can potentially issue.

For example, a company may have:

  • 1,000 ordinary authorised shares;
  • 10,000 ordinary authorised shares;
  • 5,000 preference shares; or
  • multiple classes of shares with different rights.

Authorised shares are different from shares that have actually been issued to shareholders.

A company may therefore need to change its authorised share structure even where the current shareholders and issued shares remain unchanged.


What Types of Authorised Share Changes Can Be Made Online?

According to the CIPC electronic service guide, the automated authorised share change service supports several types of actions.

These include:

  1. Increasing a class of shares
  2. Decreasing a class of shares
  3. Re-classifying a class of shares
  4. Converting par value shares to no par value shares
  5. Adding a new class of shares

However, there are important restrictions on what the automated service can do.

For example, the service does not allow the cancellation or deletion of an entire share class. Instead, the number of shares in a particular class may be reduced to zero.

The CIPC system will then reflect the class with zero shares in the relevant drafts and confirmation certificate.


Requirements Before Starting the CIPC Online Share Change

Before attempting to use the online authorised share change service, make sure you have the necessary access and information.

1. You need a CIPC customer code

The CIPC e-Services platform requires a registered customer code.

If you do not already have one, you will need to complete customer registration before you can transact electronically.

Your customer code is used to access CIPC’s online services and make payments.

2. You need your customer password

You will need:

  • Customer Code
  • Customer Password
  • Security Code

The password and security code are case-sensitive.

If you forget your password, CIPC provides a Forgot Password option on the login screen.

3. You need a payment method

You should have sufficient funds available in your CIPC customer account or have a debit or credit card available for payment.

If there are insufficient funds in the customer code when the transaction is filed, the CIPC system can automatically default to card payment.

4. Use a supported browser

CIPC indicates that the following browsers should be used when transacting on e-Services:

  • Google Chrome
  • Mozilla Firefox
  • Safari
  • Microsoft Edge

Internet Explorer is not supported.

Using a current version of one of the supported browsers can help avoid compatibility problems when completing an online filing.


Step 1: Visit the CIPC e-Services Platform

Start by visiting the CIPC website.

From the CIPC website, select:

Online Transacting → e-Services

Alternatively, you can access the CIPC e-Services platform directly through the e-Services website.

Once you reach the platform, select Customer Login.


Step 2: Log Into Your CIPC Customer Account

The CIPC login page requires you to enter your customer credentials.

Complete the following fields:

  1. Customer Code
  2. Customer Password
  3. Security Code

The password and security code are case-sensitive, so enter them exactly as registered.

You will also need to confirm that you have accepted the CIPC Terms and Conditions.

The CIPC guide explains that accepting these terms creates a binding agreement between the customer and CIPC concerning the administration and payment of services.

After completing the required information, click Login.

Forgot your password?

If you cannot remember your customer password, select Forgot Password to request that it be resent.


Step 3: Select “Transact”

After successfully logging in, you will arrive at the e-Services landing page.

From the landing page:

  1. Click Transact.
  2. Select Authorised Share Changes.

This takes you into the electronic authorised share change service.


Step 4: Enter the Company’s Enterprise Number

You will now need to enter the company’s enterprise number.

Enter the company’s correct CIPC registration number and click Validate.

The CIPC guide provides the registration-number format as:

CCYY/sequence/enterprise type

For example:

2010/012345/07

It is extremely important to enter the correct company registration number.

Only companies with an “In Business” status can use this service

CIPC specifies that only companies with an in business status (03) may use this particular automated service.

If the company does not have the required status, you may need to use an alternative filing method and contact CIPC through its enquiry channels for assistance.


Step 5: Verify the Company and Existing Share Details

After entering the enterprise number, the system will display information about the company.

Before proceeding, carefully check:

  • The company name
  • The enterprise details
  • The existing share information
  • The current share classes
  • The number of authorised shares

This is one of the most important stages of the process.

Why should you verify the share information?

Submitting an incorrect share change can create corporate records that do not reflect the company’s intended structure.

CIPC specifically warns that the company and its authorised representative are responsible for ensuring that the information submitted is correct.

If the correct company and share information are displayed, select Agree and then click Continue.


Step 6: Select the Share Class You Want to Change

The system will display the company’s share details.

An Edit Share button will appear next to each share class.

You can then select the relevant action.

If you want to modify an existing class:

Click Edit Share next to that class.

If you want to create another class:

Click + Add Class.

The system allows multiple actions to be captured as part of one transaction.

For example, a company may need to:

  • Increase one share class;
  • Re-classify another class; and
  • Add another class.

These actions can be captured within the same transaction, subject to the applicable requirements.


Understanding “Par Value” and “No Par Value”

One of the areas that can cause confusion during an authorised share change is the distinction between par value shares and no par value shares.

The CIPC system identifies these options through the relevant selection.

The guide indicates that:

  • Par value selected/ticked = par value share class
  • No Par value not selected/unticked = no par value share class

The treatment of shares can also depend on when the company was registered.

This is particularly relevant for companies that existed before 1 May 2011.

If you are dealing with an older company, carefully check the existing share records before attempting to make changes.


Step 7: Enter the Special Resolution Date

The system requires the date on which the relevant special resolution was passed.

Depending on the nature of the change, the resolution may have been passed by:

  • The board of directors; or
  • The shareholders.

The appropriate date must be entered for each action.

The special resolution date cannot be in the future

CIPC specifically states that the special resolution date may not be a future date.

Therefore, do not enter a planned meeting date or an anticipated approval date.

The date should reflect the actual date on which the required resolution was passed.


Why the Special Resolution Matters

The online CIPC filing is not a substitute for the company’s underlying corporate approvals and records.

The company and its authorised representative are required to retain the relevant:

  • Special resolutions
  • Supporting records
  • Corporate documentation

They must also ensure that the transaction complies with the requirements of the Companies Act 71 of 2008 and applicable regulations.

This is particularly important because submitting information electronically does not necessarily mean that the company has complied with all underlying legal requirements.

Keep your corporate records

A company should retain copies of relevant resolutions and supporting documentation in its corporate records.

Do not treat the successful completion of the online CIPC transaction as a replacement for proper corporate record-keeping.


Step 8: Choose the Type of Share Change

CIPC’s authorised share change service provides several different actions.

Let’s look at each one.


Increasing or Decreasing an Existing Share Class

If you want to increase or decrease the number of shares in an existing class, select the relevant class using Edit Share.

From the Select Action dropdown, choose either:

  • Increase; or
  • Decrease.

Then enter the new number of shares.

Click Validate.

The system will display the proposed action for confirmation.

If everything is correct, click Update.

The confirmed action will then appear under Current Drafts.

Example

Suppose a company currently has:

10,000 ordinary authorised shares

and wants to increase this to:

50,000 ordinary authorised shares.

The company would select the ordinary share class, choose Increase, enter the applicable number and validate the proposed change.

The company should carefully check the resulting draft before continuing.


Important Rule for Par Value Shares

Companies with par value shares need to pay particular attention to the CIPC requirements.

The guide states that companies with par value shares will not be allowed to increase those par value shares unless they first convert from par value to no par value shares.

This means that a company cannot simply assume that it can increase its existing par value share allocation in the same way as a no-par-value share class.

The conversion process may need to be completed first.


Re-Classifying a Share Class

Another option available through the service is Re-classify.

This can be useful where a company needs to change the classification of an existing share class.

How to re-classify shares

  1. Click Edit Share next to the relevant share class.
  2. Select Re-classify from the Select Action dropdown.
  3. Select the new share class.
  4. Enter the applicable number of shares if an increase or decrease is required.
  5. Click Validate.
  6. Check the proposed action.
  7. Click Update.

The action will then appear under Current Drafts.

Important restriction

CIPC states that a company cannot re-classify a share class and then increase it within the same action.

If the company wants to increase the newly re-classified share class, it must submit another authorised share change transaction.

This is an important planning consideration.


Converting Par Value Shares to No Par Value Shares

The CIPC system also provides a conversion option for converting par value shares into no par value shares.

This process has additional requirements.

Step-by-step conversion process

First:

  1. Click Edit Share next to the relevant class.
  2. Select Conversion from the action dropdown.
  3. Confirm that the required Board Report has been published.
  4. Tick Confirm Board Report.
  5. Tick No Par to confirm the conversion.

Once No Par is selected, the system automatically converts the shares to no par value shares.

The system may then provide the option to increase the converted class.


What Happens When an Existing Company Has Par Value Shares?

For a pre-existing company registered before 1 May 2011, the system treats the conversion in a specific way.

Where the company has par value shares on record, selecting No Par converts the same number of shares from par value to no par value.

The CIPC guide indicates that the conversion and subsequent increase of the converted no-par-value shares can be captured as a single action in this situation.

However, companies should carefully review the resulting information shown under Current Drafts before proceeding.


A Restriction on Decreasing Converted Shares

There is an important limitation when converting par value shares to no par value shares.

A company cannot decrease the converted no-par-value shares as part of the conversion action.

If the company wants to decrease the no-par-value shares after conversion, it must first complete the conversion and then load a separate transaction for the decrease.

In practical terms, this can mean:

Action 1: Convert the shares from par value to no par value.

Action 2: Submit a separate authorised share change to decrease the no-par-value shares.


Adding a New Class of Shares

If the company needs an entirely new class of shares, use the + Add Class option.

The general process is:

  1. Click + Add Class.
  2. Select the desired share class from the dropdown.
  3. Enter the number of shares.
  4. Click Add.
  5. Review the proposed action.
  6. Click Update.

The new class will then appear among the actions being prepared.


Can Multiple Share Changes Be Submitted Together?

Yes.

One of the useful features of the automated CIPC service is that multiple changes, referred to as actions, can be captured within a single transaction.

For example, a company may need to:

  • Increase its ordinary shares;
  • Add a preference share class; and
  • Make another permitted change to its existing share structure.

The actions can be captured one at a time.

Important workflow rule

CIPC instructs users to finalise one action at a time before proceeding to the next action.

The actions being prepared will appear under Current Drafts.

Once all required actions have been captured, click Continue.


Step 9: Review All Current Drafts

Before moving forward, carefully examine the actions listed under Current Drafts.

This is an important quality-control stage.

Check:

  • Company details
  • Existing share classes
  • New share classes
  • Number of shares
  • Increase or decrease instructions
  • Re-classifications
  • Conversions
  • Par-value status
  • No-par-value status
  • Special resolution dates

If something is incorrect, correct it before finalising the transaction.

Do not rush this stage

Corporate information submitted to CIPC can affect the company’s official records.

An incorrect number of authorised shares, an incorrect class or an incorrect conversion could create unnecessary administrative work later.


Step 10: Select the Person Who Will Receive the OTP

After all actions have been captured and you click Continue, the system will ask you to select the relevant person to whom the OTP should be sent.

The options include the selected director or natural person company secretary.

Select the appropriate person using the circular button.

Then click Continue.


Step 11: Enter and Validate the OTP

The selected individual will receive an OTP.

Enter the OTP into the CIPC e-Services system.

Click Validate.

This verification forms part of the electronic filing process.

If the OTP does not work, check that:

  • The correct recipient was selected;
  • The OTP was entered correctly;
  • The OTP has not expired; and
  • The correct contact information is associated with the relevant CIPC record.

Step 12: Confirm the Transaction and Choose a Payment Method

The system will display the e-Services transaction for which payment is required.

Review the transaction and select the applicable payment option.

Then click Pay Now.

CIPC indicates that authorised share changes for multiple entities may be filed with a single payment, depending on the applicable system functionality and transaction setup.

Customer account funds

If your CIPC customer code has sufficient funds, the payment can be made from those funds.

If there are insufficient funds, the system can automatically default to card payment.


Step 13: Pay Using a Debit or Credit Card

If you select card payment, you will be taken to the card payment screen.

Enter the required card information.

The system may also provide an option to use previously stored card details.

According to the CIPC guide, the option to use previous card details is available where the customer has previously made a card payment using the Pay-As-You-Go payment option.


Step 14: Accept the Payment Terms and Conditions

Before completing the payment, you must deal with the payment terms and conditions.

Click Payment Terms & Conditions and review them.

You must then either accept or decline the terms.

Acceptance is required to proceed with the payment.


Step 15: Complete the Bank OTP Verification

After entering the card details and accepting the payment terms, click Pay Now.

Your bank may send an OTP to your phone.

Enter the OTP to authorise the transaction.

The exact appearance of the payment screen may differ depending on the bank.

CIPC’s guide uses Standard Bank’s payment screen as an example.

The guide also notes that Capitec Bank customers may need to use the security code registered with Capitec Bank for online transactions.


Step 16: Receive Confirmation of the Completed Filing

Once the transaction and payment have been successfully completed, CIPC provides confirmation of the completed filing.

The filing confirmation will be emailed to the email address associated with the customer code profile.

This email should be retained as part of the company’s administrative records.


Common Mistakes to Avoid When Changing Authorised Shares

Electronic filing can make corporate administration faster, but it also makes it easy to submit information quickly without sufficiently checking it.

Here are some mistakes companies should avoid.

1. Entering the wrong enterprise number

Always verify the company registration number before proceeding.

Submitting changes against the wrong entity can cause serious administrative complications.


2. Failing to check the current share structure

Do not assume that the information displayed by CIPC is automatically what you expect.

Review the current shares and classes before agreeing to continue.


3. Confusing authorised and issued shares

An authorised share change does not necessarily mean that shares have been issued to shareholders.

These are separate corporate matters.

If your objective is to change shareholder ownership rather than merely change the authorised share structure, you should establish exactly what corporate action is required before filing.


4. Entering a future special resolution date

The CIPC guide expressly states that the special resolution date cannot be a future date.

Use the actual date on which the relevant resolution was passed.


5. Ignoring the company’s existing share type

Par value and no par value shares are treated differently.

This is especially important when dealing with older companies.

Do not simply select an option without understanding what the existing CIPC record shows.


6. Assuming every change can be completed in one action

Some changes have sequencing restrictions.

For example, a company cannot re-classify a share class and immediately increase the newly re-classified class as part of the same action.

Likewise, a decrease of converted no-par-value shares may need to be handled through a separate transaction.


7. Failing to retain resolutions

The online submission does not remove the company’s responsibility to maintain its corporate records.

Keep the relevant resolutions and supporting documents.


8. Failing to review Current Drafts

The Current Drafts section is an important opportunity to identify errors before submitting the transaction.

Use it as a final quality-control checklist.


Why Companies May Need to Change Their Authorised Shares

There are several legitimate reasons a company may need to change its authorised share structure.

Future investment

A company preparing for investment may need additional authorised shares to accommodate future equity transactions.

New share classes

A business may create different classes of shares with different rights and characteristics.

Corporate restructuring

Companies sometimes restructure their share capital as part of broader corporate changes.

Investor requirements

An investor may require a company to establish a particular class or number of authorised shares before an investment can proceed.

Conversion from par value to no par value

Older companies may need to address their existing par-value share structure where conversion is appropriate.

Preparing for future share issues

A company may increase its authorised shares before issuing additional shares.

However, increasing authorised shares does not by itself mean those additional shares have been issued.


Authorised Shares vs Issued Shares: What Is the Difference?

This distinction is particularly important for company owners.

Imagine that a company has:

100,000 authorised ordinary shares

but has issued only:

10,000 ordinary shares

The company has the ability, subject to applicable corporate requirements, to issue additional shares from the authorised pool.

If the company changes its authorised shares from 100,000 to 500,000, this does not automatically mean that shareholders now own 500,000 shares.

The authorised structure and actual issued shareholding are separate concepts.

Therefore, anyone considering an authorised share change should first determine exactly what they are trying to achieve.


Is an Authorised Share Change the Same as Changing Shareholders?

No.

Changing the authorised share structure is not necessarily the same as changing who owns the company.

For example:

Authorised share change:
The company increases its authorised ordinary shares from 10,000 to 100,000.

Shareholding change:
The company changes the number of shares held by particular shareholders.

These can involve different corporate processes and records.

If the underlying objective is to bring in an investor, transfer ownership, dilute shareholders or reorganise ownership, additional corporate actions may be required.


A Practical Checklist Before Filing

Before clicking the final payment button, a company should ideally confirm the following.

Company information

  • Correct enterprise number
  • Correct company name
  • Company has the required “in business” status
  • Correct current share information is displayed

Share changes

  • Correct share class selected
  • Correct action selected
  • Correct number of shares entered
  • Correct par/no-par status
  • New classes correctly identified
  • Re-classifications correctly entered
  • Conversion requirements satisfied

Corporate approvals

  • Appropriate resolution has been passed
  • Correct resolution date entered
  • Required supporting records retained
  • Applicable Companies Act requirements considered
  • Required Board Report confirmed where applicable

Filing

  • Current Drafts reviewed
  • Correct OTP recipient selected
  • OTP successfully validated
  • Transaction reviewed before payment

Payment

  • Customer account has sufficient funds, or
  • Valid debit/credit card available
  • Payment terms reviewed
  • Bank authentication completed

Records

  • Filing confirmation saved
  • Payment confirmation saved
  • Corporate resolutions retained
  • Updated company records maintained

What Happens If You Make a Mistake?

CIPC’s guide contains an important warning: CIPC is not liable for correcting incorrectly captured information or for damages suffered by a company as a result of incorrect information being submitted.

That means the responsibility for checking the information rests heavily with the company and its authorised representative.

For this reason, do not treat the CIPC online form as a simple administrative exercise.

Before submitting an authorised share change, make sure you understand:

  • What the company currently has;
  • What needs to change;
  • Why the change is required;
  • What corporate approval is necessary;
  • What the resulting share structure should look like; and
  • Whether another filing will be necessary afterward.

Can a Company Cancel a Share Class Through This Service?

The automated authorised share change service does not allow the cancellation or deletion of a share class.

However, CIPC allows the number of shares in a particular class to be decreased to zero.

The resulting CIPC records and confirmation certificate can therefore show that class with zero shares.

This distinction is important because reducing a class to zero is not necessarily the same thing as formally deleting or cancelling the class itself.


What If the Company Is Not in Business Status?

The electronic automated authorised share change service is intended for companies with an in business status (03).

If the company’s status does not meet the requirement, the online system may not allow the transaction to proceed.

In such a case, the company should investigate its status and contact CIPC for guidance on an alternative filing process where applicable.

It is better to resolve a status issue first rather than repeatedly attempting to submit a transaction through an unavailable service.


Why Accuracy Matters in CIPC Corporate Filings

Company information held by CIPC can be used by various parties when assessing a business.

These may include:

  • Banks
  • Investors
  • Attorneys
  • Accountants
  • Auditors
  • Government institutions
  • Business partners
  • Potential purchasers
  • Compliance professionals

An inaccurate corporate record can therefore create problems beyond the CIPC website itself.

For example, an inconsistency between a company’s internal resolutions and its CIPC records could create questions during a due diligence process.

Maintaining accurate corporate information is therefore part of good company governance.


Final Thoughts

The CIPC electronic authorised share change service provides companies with a convenient way to update certain aspects of their authorised share structure without relying entirely on manual filing processes.

The process involves logging into CIPC e-Services, selecting Authorised Share Changes, validating the company, reviewing the current share structure, selecting the appropriate action, recording the relevant resolution date, completing OTP verification and paying the applicable filing fee.

The most important part of the process, however, is not simply knowing which buttons to click.

It is understanding what the company is legally and commercially trying to accomplish before the transaction is submitted.

A company should carefully distinguish between authorised shares and issued shares, understand whether it has par value or no par value shares, retain the necessary resolutions and supporting records, and review every proposed action before payment.

The CIPC guide also makes it clear that companies are responsible for the accuracy of the information they submit. Once an incorrect transaction has been submitted, correcting the resulting problem may require additional administrative work.

For that reason, businesses should approach an authorised share change as a corporate governance matter rather than merely an online form.

If the proposed change involves complex restructuring, multiple share classes, investor participation, conversion of existing shares, or questions about shareholder rights, obtaining professional legal or corporate advice before filing can help prevent costly mistakes.

Ultimately, the safest approach is simple: verify the company’s existing records, understand the intended change, obtain the appropriate corporate approval, enter the information carefully, review the Current Drafts, and retain the final CIPC confirmation and supporting documents.

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