Securities register: what it records and how to keep it
Short answer
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What is a securities register?
A securities register is the company’s own record of the shares it has issued. Section 50(1) of the Companies Act 71 of 2008 says every company must "establish or cause to be established a register of its issued securities in the prescribed form".
The company keeps it, and it counts:
- The register is proof of what it records, unless there is evidence to the contrary. (section 50(4))
- A share certificate is proof that the named holder owns the shares, unless there is evidence to the contrary. (section 51(1)(c))
So issue the share certificate and make the register entry together. The share certificate generator makes both: the certificate as a PDF, and the register row as a spreadsheet.
What must a securities register record?
A securities register must record every issue and transfer of shares. As soon as practicable after issuing shares, the company enters them in the register. (section 50(2)) Regulation 32 of the Companies Regulations, 2011 sets out the details. For each person who holds or held shares:
| What to record | Where it comes from |
|---|---|
| Each holder's name and business, residential or postal address. | regulation 32(2)(a)(i) |
| Their email address, unless they declined to give one. | regulation 32(2)(a)(ii) |
| An identifying number unique to that person. | regulation 32(2)(b) |
| The consideration (what was given) for each issue of shares to them, as the board determined it. | regulation 32(2)(c) |
| The date of each issue or transfer to them. | regulation 32(2)(d)(i) |
| The number and class of shares issued or transferred to them. | regulation 32(2)(d)(ii) |
| The share numbers, if the shares are certificated. | regulation 32(2)(d)(iii) |
| The date they later transferred shares to someone else. | regulation 32(2)(e)(i) |
| The total they hold of each class. | regulation 32(2)(f) |
And for the company as a whole:
- For every class of shares, the number authorised and the date they were authorised. (regulation 32(1)(a)(i))
- For every class, the total issued, re-acquired or surrendered to the company. (regulation 32(1)(a)(ii))
- The number of shares whose transfer is restricted, or that are held in trust under section 40(6)(d). (section 50(2)(b)(iii))
- A company that is not an "affected company" also records its beneficial owners in the register, and keeps that up to date. (section 50(3A)(a))
Unless all the shares rank equally, the shares (or each class) must be numbered. (section 50(5))
How do you keep a securities register?
Regulation 32 also sets out how to keep a securities register:
- The register is kept in one of South Africa's official languages. (regulation 32(1))
- The register is updated as soon as practical, and no later than 10 business days after a change. (regulation 32(3A)(a))
- It is kept safe from theft, loss, damage and falsification. (regulation 32(4)(b))
- The company may treat ID numbers and email addresses in the register as confidential. (regulation 32(6))
- An entry for someone who no longer holds shares may be disposed of seven years after they last held any. (regulation 32(7))
A register kept in electronic form, such as a spreadsheet, must be protected against loss if the device or storage it is on is damaged or fails, and kept readable and printable. (regulation 32(5)(a) and (b))
How do I transfer shares, and do I need a CM42?
Form CM42 is not one of the forms prescribed by the Companies Regulations, 2011. The Act doesn’t prescribe a transfer form: the company may enter a transfer only if a proper instrument of transfer was delivered to it, or the transfer happened by operation of law. (section 51(6)) The list of forms in the Regulations is on Acts Online.
What the company does with a transfer:
- Check whether the shares can be transferred freely. A share certificate states any restriction on transferring the shares. (section 51(1)(a)(iv))
- Get the instrument of transfer, signed as your attorney or accountant advises, and delivered to the company (section 51(6)(a)).
- Enter the transfer in the register. The entry gives the name and address of the new holder. It describes the shares transferred. It gives the date of the transfer. (section 51(5))
- Update the new holder’s details within 10 business days (Regulation 32(3A)(a)).
- If the board approves the transfer at a meeting, record it in the minutes: the minutes of meeting template has a space for numbered resolutions.
For the new holder’s certificate, use the share certificate generator. Ask your accountant about any tax on the transfer.
Getting the shareholder details in
Regulation 32 asks for each holder’s name, address, an identifying number and an email address. Collecting those from every shareholder is often the slow part.
How Kwalify helps: Kwalify asks each shareholder for their details and ID document on WhatsApp, or by email for those who prefer it. It checks that the name and ID number match, sends anything unclear to a person on your team, and reminds them until everything is in. See client onboarding or how it works. Join the waitlist
Source: Companies Act 71 of 2008, sections 50 and 51, and Companies Regulations, 2011, regulation 32 and the list of prescribed forms, on Acts Online. Checked on 11 October 2026.
FAQ
What is a securities register?
It is a company’s own record of the shares it has issued and who holds them. Every company must keep one (Companies Act section 50(1)), and it is proof of what it records unless there is evidence to the contrary (section 50(4)).
Is a CM42 form still required to transfer shares?
Form CM42 is not one of the forms prescribed by the Companies Regulations, 2011. The Companies Act asks for a proper instrument of transfer delivered to the company, unless the transfer happened by operation of law (section 51(6)). Ask your attorney or accountant what to use for your transfer.
How quickly must the securities register be updated?
As soon as practical, and no later than 10 business days after a change to the details Regulation 32 lists, such as a new issue of shares or a transfer (Regulation 32(3A)(a) of the Companies Regulations, 2011).
How long must old entries be kept?
An entry for someone who no longer holds shares in the company may be disposed of seven years after they last held any (Regulation 32(7)).