What is a Memorandum of Incorporation, and why does it matter? #

A Memorandum of Incorporation (MOI) is the main founding document of a South African company. It records the company’s purposes and the rules that govern how the company works.

Every Non-Profit Company (NPC) must have an MOI. The NPC and its directors must follow both the Companies Act and the MOI.

What does an MOI cover? #

An NPC’s MOI deals with matters such as:

• the purposes for which the NPC exists;
• whether the NPC has legal company members;
• the minimum number of directors;
• how directors are appointed or replaced;
• how decisions are made; and
• what must happen to the remaining assets if the NPC is eventually wound up.

The purposes recorded in the MOI are sometimes called the company’s objects. An object is a legally stated purpose. An NPC must use its income and property to advance those purposes.

Which MOI does this service use? #

The current Christian Leaders Alliance South Africa service uses Companies and Intellectual Property Commission (CIPC) Form CoR 15.1C. CIPC is the public authority that registers South African companies.

CoR 15.1C is the Short Standard Form for an NPC without legal company members. “Without legal company members” does not mean that a church cannot have congregation members, attendees, volunteers or supporters. It means that the company does not have a separate legal membership body with formal rights under the MOI.

The service does not currently process a customised or long-form MOI. If your organisation needs special governance rules or legal company members, use Start My Company Support before starting. Professional legal advice may be needed.

Can directors ignore or change the MOI? #

No. Directors do not have permission to ignore the MOI because a different arrangement seems more convenient.

An MOI can be amended through the process allowed by the Companies Act and the MOI itself. An amendment can have legal, tax and governance consequences. Do not alter the company’s founding rules without understanding the effect.

What should you do? #

Read the CoR 15.1C explanation in Step 4 of the current application. Make sure all proposed directors understand that they will be governing an incorporated company under a standard MOI.

Do not complete or submit a separate CoR 15.1C while Start My Company is preparing the supported application. Duplicate filings can cause delay and extra cost.

Related articles #

• What is a Non-Profit Company, and how does it work?
• What does incorporation mean?
• More Soul Center NPC guidance

Last checked against official information: 31 August 2026