What a dormant client still files with SARS and CIPC

A dormant South African company still has SARS and CIPC filings. When it counts as dormant, the nil EMP501, annual returns and the deregistration risk.

By Achekam · 11 October 2026 · 5 min read · For Accountants & audit firms in South Africa

Every practice has them: the company set up for a project that never started, the old trading entity kept alive for its name, the property company whose building was sold. The client calls them "dormant" and assumes that means "nothing to do". The firm knows better, but dormant clients are also the ones nobody bills properly, so their filings slip to the bottom of the pile.

Dormancy changes the content of some filings, not the existence of them. This article sets out when a company counts as dormant for SARS, what it still owes SARS and CIPC, what happens when the filings stop, and how to make sure they do not.

Dormant means no activity at all

SARS's ITR14 guide says a company is classified as dormant for the ITR14 only if it did not trade, receive income or incur expenses during the year of assessment. Trading in any part of the year means it is not dormant.

That test is stricter than clients expect. A company that earned a little interest on a bank balance received income. A company whose director paid the annual bank charges and audit fee from its account incurred expenses. Neither is dormant for the ITR14, however quiet it felt.

Dormancy is also a classification within the ITR14 itself. Do not assume it removes the return; establish for each year what SARS expects from the company, and record the answer.

Payroll registrations do not go quiet on their own

SARS says an employer that is still registered but has no employees must submit a nil EMP501 reconciliation, unless it has requested suspension or deregistration. That statement comes from an item SARS added to its PAYE page in March 2026.

The common case is a company that once employed staff, let them go, and left the PAYE registration open. Until suspension or deregistration is requested, the annual reconciliation is still due, even if every figure in it is nil. If the company has no prospect of employing anyone again, discuss with the client whether to request deregistration. The nil reconciliation itself is covered in a nil EMP501 when there are no employees.

Annual returns to CIPC continue

CIPC's information guide on annual returns says companies must file annual returns within 30 business days after the anniversary date of incorporation, and that annual returns may only be filed electronically.

There is no dormant-company exception in that statement. A company that does nothing still has an anniversary, and the return is still due. Co-operatives are in the same position: CIPC says a co-operative must submit its annual information within 15 days after its AGM, for co-operatives with an anniversary date from 1 November 2024, and that a dormant co-operative must still file its annual return.

Two years of silence and the company can disappear

CIPC's guide says it may refer a company or close corporation for deregistration if its annual returns are outstanding for two successive years, and that deregistration withdraws its juristic personality.

For a client who kept a company alive for a reason, such as a name, a contract or an asset, this is the risk that matters most. A deregistered company cannot hold property or enforce contracts as a legal person. Getting it restored, where that is possible, is a separate process that takes far more effort than the missed returns would have.

If the client genuinely has no use for the company, the better route is a deliberate decision to close it, taken with the client, rather than letting CIPC deregister it by default.

A checklist for each dormant client

Keeping dormant clients on the firm's radar

Dormant entities fall through the cracks because they generate no work that reminds anyone of them. The fix is to give them work of their own.

In Achekam, the company stays in the firm's client directory, where staff add, edit and archive clients; archiving a dormant company that the client still needs is exactly how it gets forgotten. When creating an engagement, staff choose its type, such as annual financial statements compilation, independent review or statutory audit, and a firm can add its own named types. A firm-defined type called "Dormant entity compliance" makes these clients visible as a group.

Within each engagement, work items carry the procedures. Each work item lists the procedures to perform and the documents required, and a step is marked done only with a written response and its documents, or set aside with a reason; steps are never deleted. Steps for a dormant company might be: confirm no transactions with the bank statements; prepare the ITR14 on the dormant basis or explain why not; file the nil EMP501 or confirm deregistration; file the CIPC annual return; confirm with the client that the company is still needed.

One limit to know: some sub-lists edited in place on the client record, including statutory deadlines, are still kept only in the browser where they were entered. Use engagements and work items, not that sub-list, as the firm's shared record of what is due. Tracking annual returns across the whole client base is covered in tracking CIPC annual returns.

Read the CIPC guide with the client

CIPC's information guide on annual returns explains when returns are due, that they are filed electronically and what happens when they are not filed. Send it to clients who say their company is "just sitting there", with a note of the company's anniversary date and the firm's fee for keeping it alive.

General guidance only, not advice on your own circumstances. Tax and payroll rules change: check the current position with the authority or your adviser.