CIPC: Guidance on Sections 30A & 30B of the Companies Act

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CIPC: Guidance on Sections 30A & 30B of the Companies Act

• 24 July 2026
• CIPC
• South African Accounting Academy

Summary:
The Companies and Intellectual Property Commission (CIPC) has issued Guidance on the newly effective Sections 30A & 30B of the Companies Act (as amended).

Article:

Proclamation Notice 313 of 2026 confirmed the commencement of sections 5, 6 and 19 of the Companies Amendment Act, 2024 on 22 May 2026. Refer to our previous Alert dated 1 June 2026

Legislation in South Africa becomes effective on the exact date that it is published in the Government Gazette or on a specific future date determined and announced via a separate proclamation in the Gazette. The proclamation indicates that the specific sections of the Act are effective from the date of publication in the Government Gazette – 22 May 2026 – with no provision for transitional arrangements. 

As a result, the provisions of sections 30A and 30B of the Amendment Act, were brought into operation, requiring, among others, that all public companies and state owned companies must prepare and present for approval a remuneration policy as contemplated in the section.

Sections 30A(2)(a) reads as follows —

“(2) the remuneration policy —

(a) must be presented to and approved by the annual general meeting by an ordinary resolution, and if not approved, must be presented at the next annual general meeting or at a shareholders’ meeting called for such purpose.”

As a general principle, legislation operates prospectively, and it could thus not have been the legislature’s intention to bring into the new regulatory framework AGMs which had already been convened before the coming into operation of the applicable section.

The effect of the proclamation bringing into operation the abovementioned sections is:

1. An AGM that takes place after 22 May 2026, but which was convened pursuant to a valid notice given before 22 May 2026, would not be regulated by the new sections 30A and 30B; and
2. All other AGMs which take place after 22 May 2026 (no valid notice given at date of proclamation) will be regulated by the new sections 30A and 30B of the Amendment Act, 2024.

Section 30B(2) reads as follows –

“(2) Each year all public companies and state-owned companies must prepare a remuneration report in respect of the previous financial year for presentation and approval at the annual general meeting.”

It follows that the requirements of section 30B will become applicable and operational in line with the workings of section 30A, as highlighted.

One of the objectives of the Commission is the promotion of compliance with the Companies Act, 71 of 2008 through education and awareness campaigns related to company and intellectual property laws, and related matters.

Click here to download Notice 35 of 2026:

https://www.cipc.co.za/wp-content/uploads/2026/07/NOTICE_-_Companies_Amendment_Act__sections_30A_and_30B_266661.pdf 

Relevance to Auditors, Independent Reviewers & Accountants:

• The Companies Act (including the relevant amendments) is yet another piece of legislation that your clients must comply with, and which you must assess compliance with.  If they don’t comply with the relevant laws and regulations, you have certain reporting obligations in terms of NOCLAR (NOn-Compliance with Laws And Regulations) – this could include reporting to management, qualifying your audit opinion, reporting a Reportable Irregularity, etc.
• As an auditor, independent reviewer and accountant, you need to consider your client’s compliance with the Companies Act.
• As legislation and regulations are continuously changing and evolving, it is of utmost importance for companies and practitioners to keep abreast of such changes in so that companies continue to meet their compliance obligations.
• It is important to stay informed on publications issued by the regulators, e.g. CIPC.

Relevance to Your clients:

• An entity (company or close corporation) has a duty to comply with the Companies Act, and directors have to fulfil their duties accordingly, otherwise they could be held liable.
• As legislation, regulations and tax law are continuously changing and evolving, it is of utmost importance for companies to be aware of the latest changes that may affect their compliance obligations.
• It is important to stay informed on publications issued by the regulators, e.g. CIPC.

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