Reinstatement is an application to CIPC on a CoR40.5 to restore a deregistered company to the register. It generally requires proof the company was carrying on business or had assets or liabilities at the time of deregistration, a notice advertised in a local newspaper, a deeds search showing whether the company owned immovable property, certified identity documents, and every outstanding annual return brought up to date. Once granted, the company is restored as if it had never been deregistered.
It is not quick and it is not cheap. Everything about it is harder than simply filing the annual returns would have been.
What reinstatement actually does
It restores the company retrospectively. The legal effect is that the company is treated as having continued in existence throughout — contracts entered into during the deregistered period, assets held, and obligations incurred are validated.
This is why reinstatement matters more than starting a new company. A new company has a new registration number, no trading history, no bank relationship and no claim to whatever the old company owned. Reinstatement recovers all of it.
And it is the only route to assets that vested in the state. Where property was still registered in the company's name at deregistration, it can pass to the state as ownerless property. Recovering it starts with getting the company back on the register. See how to deregister a company voluntarily.
When you can apply
Broadly, where the company was carrying on business, or had assets or liabilities, at the time it was deregistered.
That test rules out the shell that genuinely stopped trading years before it was deregistered. It is aimed at companies removed from the register while still operating — which, in practice, is most of them, because they were deregistered for unfiled annual returns rather than because they stopped existing.
You will need to prove it, which is why the evidence requirements below matter.
What the application requires
Requirements are set by CIPC and are updated from time to time. Broadly, expect:
The application form — a CoR40.5, Application for Re-instatement of a Deregistered Company.
A mandate from the applicant, and certified copies of identity documents for the applicant and the customer whose CIPC profile is used.
A deeds office search, confirming whether the company owned immovable property at the date of deregistration. This is not optional and it takes time — build it into your timeline rather than discovering it at the end.
Letters from the Department of Public Works and National Treasury where immovable property is involved, since that is the asset most likely to have vested in the state.
Advertisement of the intended reinstatement in a local newspaper, giving notice of at least 21 days so that anyone with an interest can object. The advertisement is a hard timeline you cannot compress — the 21 days run regardless of how urgent your situation is.
Documentary proof the company was in business, or had assets or liabilities, at deregistration. In practice this means bank statements, invoices, contracts, lease agreements, payroll records, VAT returns or correspondence covering the relevant period.
All outstanding annual returns, together with the associated fees and late penalties, and beneficial ownership.
The realistic timeline
| Stage | Typical time |
|---|---|
| Gathering evidence and documents | 1–3 weeks, longer if records are scattered |
| Deeds search | Allow several days to weeks |
| Newspaper advertisement | 21 days minimum, running from publication |
| CIPC processing | Weeks, dependent on volumes and queries |
| Filing outstanding annual returns after approval | Days to weeks, depending on how many years |
Plan on months, not weeks. And note the sequencing problem: the business usually cannot trade normally throughout, because the bank account is frozen and customers cannot onboard a company that does not legally exist.
Documents get queried. A rejected application over a missing certification restarts a chunk of the timeline. Getting the pack right the first time is worth real money here.
What is happening to the business meanwhile
This is the part that makes reinstatement urgent rather than administrative.
The bank account is frozen. No income in, no payments out, no salaries.
Customers cannot pay you into an account that is frozen, and corporate customers will not onboard or transact with a deregistered entity.
Tenders fail immediately. CSD and tender screening pick up CIPC status directly.
Contracts are in doubt for the deregistered period until reinstatement validates them.
SARS obligations continue. Deregistration at CIPC does not close your VAT or PAYE registrations. Returns keep falling due and penalties keep accruing on registrations for a company that does not exist. This is one of the nastier compounding effects — many businesses emerge from reinstatement to discover a substantial SARS penalty position built up while they were dealing with CIPC.
Employees still need paying, out of an account you cannot use.
After reinstatement
Do not stop at the CIPC approval.
1. File every outstanding annual return and beneficial ownership.
2. Confirm the CIPC record is correct — directors, registered address, financial information. If the directors changed during the deregistered period and it was never filed, deal with it now. See how to add or remove a director at CIPC.
3. Fix the registered address, because the deregistration notice almost certainly went somewhere you no longer are. This is the single most common root cause. See how to change your registered address at CIPC.
4. Deal with SARS. File every outstanding return, address the penalties, and check whether the registered representative is still a real person in your business. Where a penalty position has built up, request remission with the reinstatement documents as supporting evidence.
5. Reactivate the bank account, with the reinstatement documents.
6. Refresh CSD, COIDA, CIDB and B-BBEE — anything that reads your CIPC status.
7. Put a calendar in place. Anniversary month for CIPC, year end cycle for SARS. See what is your company's anniversary date.
Reinstate, or start a new company?
Sometimes starting fresh is genuinely the better answer.
Reinstate where:
The company owns assets — especially property
There are contracts, licences or registrations tied to the registration number
The trading history has value — bank relationships, credit record, tender track record
There are debtors owed to the company
The name matters
Consider a new company where:
The old company had no assets and no meaningful history
There are liabilities you would be reviving along with it — reinstatement restores the debts too
You genuinely stopped trading and would not meet the test for reinstatement anyway
Take advice before choosing, particularly where there are creditors. Moving a business into a new company to escape the old one's liabilities is a route that attracts scrutiny, and directors can be exposed.
Frequently asked questions
Can a deregistered company be reinstated in South Africa? Yes. You apply to CIPC on a CoR40.5, generally showing that the company was carrying on business or had assets or liabilities at the time of deregistration, with a newspaper advertisement, a deeds search, certified identity documents and all outstanding annual returns.
How long does CIPC reinstatement take? Plan on months rather than weeks. The newspaper advertisement alone requires at least 21 days, and the deeds search, evidence gathering and CIPC processing sit on either side of it. Queried documents extend it further.
What is the effect of reinstatement? The company is restored to the register as if it had never been deregistered, which validates contracts entered into and obligations incurred during the deregistered period and restores its claim to its assets.
Do I have to advertise a company reinstatement? Yes. Notice of the intended reinstatement must be advertised in a local newspaper, giving at least 21 days for interested parties to object. It is a fixed timeline that cannot be shortened.
What happens to my SARS obligations while the company is deregistered? They continue. CIPC deregistration does not close VAT or PAYE registrations, so returns keep falling due and penalties keep accruing throughout. Many businesses finish reinstatement only to find a substantial penalty position has built up.
Is it cheaper to just start a new company? Sometimes, but a new company has a new registration number, no trading history, no claim to the old company's assets and no bank relationship. Where the old company owned property or has contracts and registrations tied to it, reinstatement is usually the only real option.
Does reinstatement bring back the company's debts? Yes. Restoration is retrospective, so liabilities are restored along with assets. Take advice before applying where there are significant creditors.
Fix the cause, not just the symptom
Almost every reinstatement traces back to the same thing: annual returns nobody filed, and a deregistration notice posted to an address the business left years ago.
Smartbook handles reinstatement applications end to end — the evidence pack, the advertisement, the deeds search, the outstanding returns — and then puts the compliance calendar in place so it does not happen twice.
Reinstate a deregistered company →
Last reviewed: 28 July 2026. Written by the Smartbook team — SAIPA and SAICA accredited, SARS registered tax practitioners. CIPC reinstatement requirements, forms and fees change from time to time — confirm current requirements at cipc.co.za before applying. Questions about creditors, director liability and assets vesting in the state are legal matters — take specialist advice. General guidance, not legal advice.
Primary sources: CIPC · CIPC e-Services · Companies Act 71 of 2008 · SARS