The Incorporation Agreement serves as the foundational document for establishing a new company in South Africa, operating under the Companies Act 71 of 2008 and related legislation. This document is essential when two or more parties wish to formally establish a company, defining their rights, obligations, and relationships as shareholders. It sets out the company's initial share capital, governance structure, management framework, and operational parameters. The agreement must comply with South African corporate law requirements, including potential B-BBEE considerations, and typically precedes or accompanies the formal company registration process with the Companies and Intellectual Property Commission (CIPC). Use this agreement when incorporating any new company where multiple shareholders are involved and a detailed governance framework is required.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Your data doesn't train Genie's AI
You keep IP ownership of your docs
1. Parties: Identification of all founding shareholders and their details
2. Background: Context of the incorporation and intention to form the company
3. Definitions and Interpretation: Key terms used throughout the agreement and interpretation rules
4. Formation of the Company: Details of company formation, including name, registration process, and type of company
5. Purpose and Business: Company's main business purpose and permitted activities
6. Share Capital Structure: Initial share capital, classes of shares, and rights attached to shares
7. Subscription and Payment: Terms of initial share subscription and payment requirements
8. Directors and Officers: Appointment, removal, and powers of directors and officers
9. Shareholders Meetings: Procedures for shareholder meetings, voting rights, and resolutions
10. Management and Administration: Day-to-day management structure and decision-making processes
11. Financial Matters: Financial year, accounts, auditing requirements, and dividend policy
12. Transfer of Shares: Restrictions and procedures for transferring shares
13. Termination and Dissolution: Circumstances and procedures for company dissolution
14. General Provisions: Standard legal clauses including notices, governing law, and dispute resolution
1. Pre-emptive Rights: Detailed procedures for share transfers when shareholders wish to sell - include when there are multiple shareholders
2. Tag-Along and Drag-Along Rights: Rights of minority shareholders in case of company sale - include for companies with significant minority shareholders
3. B-BBEE Provisions: Specific provisions for B-BBEE compliance - include when company needs to meet specific B-BBEE requirements
4. Intellectual Property: IP ownership and protection - include when company will develop or own significant IP
5. Non-Competition and Confidentiality: Restrictions on shareholders' competing activities - include when shareholders might have competing interests
6. External Funding: Provisions for raising additional capital - include when future external funding is anticipated
7. Employee Share Scheme: Framework for employee share ownership - include when planning employee ownership programs
1. Schedule 1: Share Capital and Shareholding: Detailed breakdown of share classes, numbers, and initial shareholders
2. Schedule 2: Initial Directors: List of initial directors and their details
3. Schedule 3: Company Constitution: Detailed constitutional documents of the company
4. Schedule 4: Reserved Matters: List of decisions requiring special approval
5. Schedule 5: Initial Business Plan: Initial business plan and objectives
6. Schedule 6: Deed of Adherence: Template for new shareholders joining the company
7. Appendix A: Shareholder Details: Detailed information about initial shareholders including contact details
8. Appendix B: Form CoR 15.1A: Memorandum of Incorporation filing forms
Find the exact document you need
Common Agreement
A standard contractual framework under South African law that establishes fundamental terms and conditions for business relationships.
Download
Bilateral Contract
A South African law-compliant bilateral contract establishing mutual obligations between two parties with enforceable terms and conditions.
Download
Basic Ordering Agreement
A South African law-governed framework agreement establishing terms and conditions for future orders between parties.
Download
Consignment Agreement Form
A South African legal document establishing terms for consignment sales arrangements, where goods ownership remains with the supplier until final sale.
Download
Contract Agreement Form
A versatile Contract Agreement Form template compliant with South African law, suitable for various commercial relationships and business arrangements.
Download
Written Agreement
A formal legal document governed by South African law that establishes contractual relationships between parties, defining their rights and obligations.
Download
Side Agreement
A South African law-governed supplementary agreement that modifies or adds to an existing main agreement while maintaining its core structure.
Download
Incorporation Agreement
A South African law-governed agreement establishing a new company's structure, governance, and shareholder relationships under the Companies Act 71 of 2008.
Download
Formal Agreement
A legally binding agreement governed by South African law that formalizes relationships between parties, ensuring compliance with local legislation and establishing clear terms and obligations.
Download
Casual Worker Contract
A South African-compliant casual worker employment contract establishing terms and conditions for temporary employment relationships.
Download
Business Transfer Agreement
A South African law-governed agreement for the transfer of a business as a going concern, including assets, employees, and liabilities.
Download
Boilerplate Agreement
A standard agreement template compliant with South African law, providing essential contractual framework for business relationships.
Download
Amended Contract
A South African law-governed document that formally modifies terms and conditions of an existing contract while maintaining its validity.
Download
Tooling Agreement
A South African law-governed agreement establishing terms for industrial tool design, manufacture, supply, and maintenance, compliant with local manufacturing and safety regulations.
Download
Service Agreement Terms And Conditions
South African service agreement terms and conditions document establishing the legal framework for service provision between providers and clients.
Download
Representation Agreement
A South African law-governed agreement establishing the terms and conditions under which a Representative may act on behalf of a Principal.
Download
Common Terms Agreement
A master agreement under South African law that establishes common terms across multiple facility agreements in syndicated lending arrangements.
Download
Buyer Agency Agreement
A South African legal agreement establishing an estate agent's authority to represent a buyer in property transactions, governed by local real estate laws.
Download
Labour Contract Copy
A South African employment agreement establishing terms and conditions of employment in compliance with local labor laws.
Download
Employee Agreement Form
A South African law-compliant employment agreement establishing terms and conditions between employer and employee.
Download
Statement Of Agreement
A formal document under South African law recording mutual understanding and agreed terms between parties, serving as a binding record of arrangements and commitments.
Download
Rent In Exchange For Services Agreement
A South African law-governed agreement establishing terms for accommodation provided in exchange for specified services.
Download
Contractual Agreement
A legally binding Contractual Agreement template compliant with South African law and commercial practices.
Download
Security Agreement Form
A South African law-governed agreement creating security interests over assets, detailing the security arrangements and enforcement rights between a security provider and secured party.
Download
Business Cooperation Agreement
A South African law-governed agreement establishing terms and conditions for business collaboration between multiple parties.
Download
Employee Training Reimbursement Agreement
A South African law-compliant agreement setting out terms for employer-funded training and employee reimbursement obligations.
Download
Terms Of Business Agreement
A South African law-governed agreement establishing core business terms and conditions between service providers and clients.
Download
Contract Of Indemnity And Guarantee
A South African law-governed agreement establishing guarantee and indemnity obligations, defining terms for financial security and risk mitigation between parties.
Download
Intent To Purchase Agreement
A South African legal document expressing formal intention to purchase property or assets, outlining preliminary terms and conditions for the proposed transaction.
Download
Professional Services Retainer Agreement
A South African law-governed agreement establishing terms for ongoing professional services delivery under a retainer arrangement.
Download
Supply Contract Form
A South African law-governed agreement establishing terms and conditions for the regular supply of goods or services between supplier and purchaser.
Download
Business Contract
South African business contract template incorporating key legislative requirements and commercial terms for business-to-business relationships.
Download
Umbrella Agreement
A South African law-governed master agreement establishing framework terms for future specific agreements between parties.
Download
Share Purchase Agreement
A South African law-governed agreement documenting the terms and conditions for the sale and purchase of shares in a company.
Download
Professional Services Contract
A South African law-governed agreement establishing terms and conditions for professional services delivery between a service provider and client.
Download
Consulting Services Agreement
South African law-governed agreement establishing terms and conditions for consulting services provision, including scope, payments, and compliance requirements.
Download
Buyer Representation Agreement
A South African law-compliant agreement establishing professional representation between a property buyer and real estate agent, outlining services, duties, and compensation terms.
Download
Master Service Agreement
A South African law-governed framework agreement establishing core terms for ongoing service delivery relationships between service providers and clients.
Download
Yearly Contract Agreement
A one-year contractual agreement compliant with South African law, establishing terms, conditions, and obligations between parties.
Download
White Label Agreement
A South African law-governed agreement enabling one party to rebrand and market another party's products/services under their own brand, with defined terms for licensing, operations, and compliance.
Download
ұԾ’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; ұԾ’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)