Outsourced Company Secretarial Services – Compliance Made Simple

The introduction of the King Codes on Corporate Governance, the Companies Act 71 of 2008, and ongoing regulatory changes have placed a renewed emphasis on corporate governance and statutory compliance for every business operating in South Africa.

At OAK Law, we understand that staying compliant is complex, time-consuming, and – if handled incorrectly – costly. That is why we offer outsourced company secretarial services tailored to each client’s specific situation, giving you access to legal-grade expertise without the overhead of an in-house company secretary.

Unlike accounting or administrative firms, OAK Law is a law firm. That distinction matters: every secretarial instruction we carry out is backed by legal knowledge of the Companies Act, the CIPC’s requirements, and the broader governance framework applicable to your business. When compliance questions become legal questions – as they frequently do – you do not need to engage a second service provider.

We offer both retainer and once-off service arrangements, allowing you to select the model that fits your business size and budget. As part of our onboarding process, we conduct an initial compliance health check – a structured review of your company’s current statutory position that identifies any gaps and presents practical solutions to address them before they become liabilities.

CIPC Filings & Annual Returns

Every South African company and close corporation is legally required to file annual returns with the Companies and Intellectual Property Commission (CIPC). Failure to file on time results in penalties and, ultimately, deregistration.

Since 1 July 2024, CIPC has introduced a hard-stop requirement: companies cannot file annual returns without a current Beneficial Ownership (BO) Declaration on record. Our team manages both filings together, ensuring your company meets all compliance deadlines without gaps or duplication of effort.

 

Our CIPC services include:

• Filing annual returns for companies and close corporations
• Beneficial Ownership declarations and updates
• Submitting CIPC notices and ad hoc amendments
• Document disclosures and special searches, including Deeds Office searches
• Company name reservations and changes

 

Corporate Governance & Board Support

Sound corporate governance is no longer optional – it is a legal and commercial imperative, particularly in the context of the King IV Report on Corporate Governance for South Africa. Directors bear personal responsibility for ensuring their companies operate within the governance framework, and non-compliance carries meaningful consequences.

OAK Law advises boards on the practical application of King IV principles, helping directors understand their obligations and embedding governance structures that are appropriate for the size and nature of the business.

Our corporate governance and board support services include:

• Advising on King IV principles and their application to your business
• Minuting board, member and shareholder meetings
• Drafting and circulating notices, agendas and attendance registers
• Drafting and filing board and shareholder resolutions
• Advising on legal requirements related to corporate actions

 

Memorandum of Incorporation (MOI) & Shareholder Agreements

A company’s Memorandum of Incorporation (MOI) is its constitutional document – it defines how the company is governed, how decisions are made, and what rights shareholders and directors hold. An outdated or poorly drafted MOI creates risk.

We draft, review and amend MOIs to ensure they reflect the current Companies Act requirements and the specific governance intentions of the company’s shareholders and directors.

Our MOI and agreement services include:

• Drafting and structuring Memoranda of Incorporation
• MOI amendments and CIPC filings
• Drafting shareholder agreements and association agreements
• Converting close corporations to companies
• Converting private companies to public companies and vice versa

 

Statutory Records & Share Registers

The Companies Act requires that every company maintains accurate statutory books and records at all times. These include the share register, directors’ register, and other prescribed records. Failing to maintain these correctly exposes directors to personal liability.

OAK Law maintains these records on your behalf, ensuring they are always current, accessible, and compliant with the Companies Act.

Our statutory records services include:

• Establishment and ongoing maintenance of statutory records
• Maintaining and updating share registers
• Drafting and issuing share certificates
• Establishment and maintenance of directors’ and officers’ registers

 

Director & Shareholder Changes

Changes to a company’s directors or shareholders trigger specific CIPC filing obligations and, in many cases, require resolutions, updated statutory records, and amended constitutional documents. Errors or delays in this process can create disputes and compliance exposure.

We manage the full process – from drafting the required resolutions to filing with CIPC and updating the company’s statutory records.

Our director and shareholder change services include:

• Documentation and filing of director appointments and resignations
• Transfers of shares and updating of share registers
• Documentation and filing of shareholder changes
• Drafting of associated resolutions and notices

 

Company Registration & De-registration

Whether you are registering a new business or winding down an existing one, OAK Law manages the process from start to finish. We advise on the most appropriate legal vehicle for your circumstances – be it a private company, public company, non-profit company or external company – and handle all CIPC filings on your behalf.

Our registration services include:

• Registration of new companies (private, public, non-profit, external)
• Company de-registration and voluntary liquidation
• Conversion of close corporations to companies
• Registered office facility for companies requiring a formal registered address

 

King Code Compliance & Governance Advisory

South Africa’s King Codes – and the current King IV Report – set the benchmark for corporate governance best practice. While King IV operates on an apply-and-explain basis rather than strict mandatory compliance, boards that fail to engage with its principles face increasing scrutiny from investors, regulators and other stakeholders.

OAK Law has deep working knowledge of the King Codes, and advises companies on implementing governance frameworks that are proportionate to their size and sector. This includes advising on risk management frameworks, governance committee structures, and director conduct.

This is a service that pure secretarial or accounting firms cannot provide. As a law firm, OAK Law bridges the gap between administrative compliance and substantive legal governance advice.

 

Why Choose OAK Law for Company Secretarial Services?

Legal Expertise, Not Just Administration

Most company secretarial providers in South Africa are accounting or administrative firms. OAK Law is a law firm. That means every piece of advice you receive is grounded in legal knowledge of the Companies Act, CIPC regulations, and the governance framework applicable to your business. When a compliance matter becomes a legal matter – director disputes, shareholder conflicts, deregistration proceedings – you are already working with the right team.

Retainer & Once-Off Service Models

We do not take a one-size-fits-all approach. Clients may engage OAK Law on a retainer basis for ongoing secretarial support, or on a once-off basis for specific tasks such as an annual return filing, an MOI amendment, or a director change. Both models give you access to the same level of legal expertise – you simply pay for what you need.

Free Compliance Health Check

New clients receive a complimentary compliance health check as part of our onboarding process. We review your company’s current statutory position – annual returns, beneficial ownership declarations, statutory records, and MOI – and provide a written report identifying any gaps and the steps required to address them. This gives you a clear baseline before any ongoing work begins, and ensures there are no hidden compliance problems that could cause difficulties later.

One Trusted Team for All Corporate Matters

Because OAK Law offers a full range of corporate legal services – including mergers and acquisitions, corporate structuring, B-BBEE structures, commercial agreements and tax – our secretarial clients have access to specialist legal support across every corporate matter their business may face. You do not need to manage multiple service providers.