South Africa spent 32 months on the Financial Action Task Force’s grey list and came off it on 24 October 2025. The Treasury called it what it was, a considerable piece of institutional work, and the reasonable assumption in most boardrooms afterwards was that the pressure would now ease.
The legislation introduced in Parliament seven months later suggests nobody in the Treasury shares that assumption. The General Laws (Anti-Money Laundering and Combating Terrorism Financing) Amendment Bill, B15 of 2026, was introduced in the National Assembly by the Minister of Finance on 27 May 2026. Among other things, it proposes to raise the minimum prescribed maximum administrative fine under the Companies Act from R1 million to R10 million, and to give the Companies and Intellectual Property Commission a new power: deregistering a company that fails to submit its securities register or its beneficial interest register for two or more consecutive years.
For most owner managed businesses in South Africa the second of those is far more consequential than the first, and the reason is that hardly anyone is fined while a great many companies are deregistered.
The filing in question
The beneficial ownership register is the answer to a question that sounds simple and is often not: which actual human beings ultimately own or control this company. A shareholder register lists shareholders, and a shareholder can be another company, which can be owned by a trust, which can have a corporate trustee. The beneficial ownership regime requires the chain to be followed to the natural persons at the end of it, and that information filed with the CIPC.
It applies to essentially every corporate entity on the CIPC’s register, private companies and close corporations included, with co-operatives the exception. It is not a once off. The filing has to reflect reality, so a change in who ultimately owns or controls the business creates an obligation to update it, and in practice the annual return is where most companies encounter the requirement.
This is where a large number of small companies come unstuck, and usually not out of any intention to conceal anything. A company administered by an accountant who files the annual return but was never given the ownership chain. A dormant entity kept alive for a name or a contract. A close corporation whose members assumed the requirement applied to companies. None of that is concealment. All of it produces a non-filing.
What deregistration actually does
The CIPC already runs deregistration for non-compliance, and it does so at scale. It conducted a bulk deregistration process over December 2024, with final deregistration in early February 2025, published under a Government Gazette notice and a practice note. The pattern is automated referral rather than case by case investigation, which is precisely why a small company can be swept into it without anyone at the business having read a letter.
The consequences, set out in the CIPC’s own notice on deregistration, are worse than the word suggests. A finally deregistered company ceases to exist as a legal person. Its bank accounts are frozen. Directors can be held personally liable for the company’s debts, which removes at a stroke the single most important thing a company does for the people who run it. Suppliers can decline to deliver and customers can decline to pay, both of them entirely within their rights, because the counterparty on the contract is no longer there.
Reinstatement is possible and it is neither quick nor free. It requires demonstrating that the company was economically active at the time of final deregistration, and clearing every outstanding return. In the meantime the business has no bank account.
Set against that, a fine, even a ten times larger one, is a much simpler problem to have.
Why the tightening is happening now
The grey listing in February 2023 followed a mutual evaluation that found South Africa deficient on 20 of the FATF’s 40 recommendations, and exit required working through 22 agreed action items and an on site verification visit. Coming off the list closed that chapter. It did not end the assessment cycle, and the next mutual evaluation falls in 2026 and 2027.
That timing explains a good deal. A mutual evaluation looks at effectiveness rather than at the existence of a law, and a beneficial ownership register that most companies have not filed is a difficult thing to present as effective. Raising the maximum fine and adding deregistration as a consequence are both, read in that light, less about punishing small companies than about being able to show an assessor that the register has consequences attached.
Where it stands, and what is not yet true
The bill is a bill. Parliament’s own tracker shows it at the introduction stage, and one law firm summary describes it as referred to the Standing Committee on Finance, a discrepancy that most likely reflects the tracker lagging the referral rather than anything substantive. Either way, it has committee consideration, public comment, passage through both houses and presidential assent still ahead of it, and provisions change during that process. The R10 million figure is a proposal, not a law.
The deregistration risk, by contrast, is not a proposal. The CIPC deregisters non-compliant companies already, and the bill would add a further ground rather than invent the practice.
The sensible response is unusually cheap. Confirm the entity’s status on the CIPC’s system, establish whether a beneficial ownership declaration has ever been filed and whether it still reflects who owns the business, and if the answer to either is unclear, ask whoever files your annual return which of the two of you they believed was handling it. That conversation, in a surprising number of small companies, is the whole of the problem.
