Companies and Close Corporations which are required to file their Annual Financial Statements (“AFS”) with their CIPC Annual Returns currently do so in PDF format.
By receiving the statements in PDF format CIPC is required to analyse the AFSs on a one-by-one basis. The manual analyses is slow and it is difficult to compare statements of different entities to determine trends in various sectors as well as the economy as a whole.
The aforementioned has led to the CIPC implementing its XBRL Programme with effect from 1 July 2018. Entities which are required to file their AFS together with their CIPC Annual Returns must now submit the AFS in the Extensible Business Reporting Language (“XBRL”). XBRL is a web based computer language aimed at business reporting.
Which entities are required to file their AFS via XBRL?
In terms of Section 33 of the Companies Act 71 of 2008 (“the Act”) read together with Regulations 28, 29 and 30 of the Companies Regulations of 2011, the following entities are required to file their AFS in XBRL together with the filing of their Annual Returns:
• Public companies;
• State owned companies;
• Companies whose Memorandum of Incorporation (MOI) requires their AFSs to be audited;
• Any profit or non-profit company if, in the ordinary course of its primary activities, it holds assets in a fiduciary capacity for persons who are not related to the company, and the aggregate value of such assets held at any time during the financial year exceeds R5 million;
• Any non-profit company incorporated directly or indirectly by the state, an organ of state, a state-owned company, an international entity, a foreign state entity or a foreign company;
• Any non-profit company incorporated primarily to perform a statutory or regulatory function in terms of any legislation, or to carry out a public function at the direct or indirect initiation or direction of an organ of the state, a state-owned company, an international entity, or a foreign state entity, or for a purpose ancillary to any such function;
• Any other company who compiles their AFSs internally with a Public Interest Score (“PIS”) of 100 or more; or
• Any other company that has a PIS of 350 or more.
How are Close Corporations affected?
Close Corporations will also be required to comply with the XBRL format, subject to the same requirements mentioned above.
When are AFSs due for filing via XBRL?
AFSs are required to be filed together with the Annual Returns on the same day. Companies have 30 business days after the annual anniversary of their Date of Incorporation to file their Annual Returns and Close Corporations 60 business days from the first day of the month of the anniversary of their Date of Incorporation.
The first date of submission via XBRL will be the first annual anniversary of the Date of Incorporation after 1 July 2018 (Example: a Company was incorporated on 10 July 2010. Submission via XBRL is then within 30 business days after 10 July 2018).
How will AFS data be produced in XBRL format?
CIPC has decided that entities should submit their AFSs in a specific version of XBRL, namely iXBRL or inline eXtensible Business Reporting Language. The AFS data will be filed via xHTML files with iXBRL incorporated into the xHTML files.
All entities who are required to file their AFS in iXBRL format will be required to have tagging software in place to produce the AFS in iXBRL format.
Non-compliance with the filing of the CIPC Annual Return could lead to the deregistration of an entity.
Non-compliance with the filing of the AFS will lead to a compliance notice being issued. In the event that the compliance notice is not adhered to CIPC may, through the utilisation of the provisions of section 175 of the Act, issue an administrative fine.
Require more information?
Should you require any further information or have any questions please do not hesitate to contact our offices.