How to Remove or Resign a Director at CIPC (Form CoR39, 2026)
OurPower - Last verified 2026-05-03
Two ways out
- Voluntary resignation: the director hands in a resignation letter. CIPC notified within 30 days.
- Removal by shareholders: special resolution (75%) of shareholders. CIPC notified within 30 days.
- Removal by court order: rare; specific grounds (delinquency, fraud, mental incapacity).
If you're resigning yourself
- Write a clear resignation letter (template below). Date it.
- Hand a copy to the company's other directors or shareholders. Email + acknowledgement is fine.
- File Form CoR39 at https://eservices.cipc.co.za. R100 fee.
- Important: file it YOURSELF - don't rely on remaining directors. They may delay to keep you on the hook.
- Update SARS via eFiling - remove yourself from SARS Registered Details / Public Officer if applicable.
- Inform the bank - have your name removed from signatory lists.
If shareholders are removing a director
- Pass a special resolution (75% of shareholders).
- Give the director the chance to be heard (Companies Act requires this).
- Wait until the resolution is recorded, then file CoR39 within 30 days.
- If there's any chance of dispute, get legal advice - improperly removed directors can sue.
Resignation letter template
[Date]
TO: The Board of Directors, [Company Name] (Pty) Ltd, Registration Number [number]
RESIGNATION FROM POSITION OF DIRECTOR
I, [Full Name], ID Number [number], hereby tender my resignation as a director of [Company Name] (Pty) Ltd with immediate effect / effective from [date].
I confirm that I have no outstanding obligations to the Company and request that the Companies and Intellectual Property Commission be notified of this change in terms of section 70 of the Companies Act 71 of 2008.
Yours sincerely, [Name + signature]
Why ongoing liability matters
Resignation does NOT clear historical liability. If the company was your responsibility while you were a director and later goes into trouble (SARS audit, supplier dispute, statutory failure), you can still be personally pursued for that period.
Best defence: document your resignation date clearly, file CoR39 immediately, get acknowledgement of receipt from CIPC and other directors, keep records.
Frequently asked questions
What if other directors won't file CoR39?
You file it yourself. Resigning director has standing to file directly. Don't wait for them - their delay shifts liability to you.
Can I be removed without my consent?
Yes - via 75% shareholder resolution after due process. The company must give you the chance to be heard. Court can review if process was improper.
Does resigning clear my SARS exposure?
No for periods you were director. Yes prospectively. Always file CoR39 + update SARS the same day.
Tools to help
Related guides
General guidance for South African company registration. Not legal or tax advice. CIPC fees and SARS rules change - figures verified 2026-05-03. Sources: CIPC, SARS, BizPortal.