This
checklist is designed to assist officeholders of registered companies
meet their obligations under the Corporations Act 2001 (the Act).
Forms can be downloaded from our website or obtained from the IPC or ASIC Service Centres or ASIC Local Representatives. Single and bulk forms are also available from some law stationers.
Annual statement
Companies
will receive an Annual Statement each year on their review date. For
most companies their review date will be the same as their date of
registration. The annual statement will contain a covering letter,
company statement and an invoice statement. A Form 484 Change to company details will also be included for all public companies and those proprietary companies from which ASIC requires a response.
There
are no lodgement fees charged for lodging a Form 484, however, late
fees can be charged if information provided on that form is not lodged
within the time period set out in the Corporations Act. You must enter
your corporate key when you lodge a paper copy of Form 484. Get a corporate key now | | About corporate keys
Declaration of solvency (Form 485)
The directors of a company will also be required to pass a solvency resolution within 2 months of their review date.
If the directors pass a negative solvency resolution,
(ie they are of the opinion that there are not reasonable grounds to
think the company will be able to pay its debts) they must lodge Form
485 Statement in relation to company solvency within 7 days of the
resolution being passed.
Copy of financial statements and reports (Form 388)
If
your company is required to lodge financial statements and reports, you
must do this after the end of each financial year. You will need to
lodge a copy of the financial statements and reports for the financial
year together with a Form 388. This form is also used to notify us of
the appointment of an auditor.
You must lodge this information
within 3 months from the end of the financial year if you are a
disclosing entity or managed investment scheme; or within 4 months from
the end of the financial year otherwise. You do not have to give us any
additional notification of the appointment of an auditor.
Notification of appointment or cessation of officeholders Form 484 - Section B
You
will need to notify ASIC when a new director, secretary or alternate
director is appointed, or when a current one ceases. It is optional for
proprietary companies to appoint a secretary.
For alternate
directors only, an expiry date may be notified at the time of
appointment. The terms of appointment of the alternate director form
part of the notification of appointment of an alternate director.
You must let ASIC know about these changes within 28 days of the appointment or cessation.
You must enter your corporate key when you lodge a
paper copy of Form 484.
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Notification of change to name or address of current officeholdersForm 484 - Section A
You
will need to notify ASIC when there is a change to the name or
residential address of a director, secretary or alternate director, or
if the cessation date of an alternate director is changed.
You must let ASIC know about these changes within 28 days of the date of change.
You must enter your corporate key when you lodge a
paper copy of Form 484.
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Notification by officeholders of resignation or retirement Form 370
Where
a director or secretary wishes to give notice of their own resignation
or retirement they can lodge a Form 370, together with a copy of their
letter of resignation, any time after the date of termination. (The
company MUST still lodge a Form 484).
You must enter your corporate key when you lodge a
paper copy of Form 370.
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Notification of change to details of shares held by a top 20 member (Form 484 - Section C)
You
will need to notify ASIC of changes to the details of the shares held
by any of the top 20 members in each class of shares issued by the
company. Changes result from the company issuing or cancelling shares,
or a member transferring shares. These changes are notified by lodging
a Form 484 within 28 days of the date of change.
You must enter your corporate key when you lodge a
paper copy of Form 484.
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Notification of change to name or address of a top 20 member Form 484 - Section A
You
will need to notify ASIC when the name or address of a top 20 member
changes, by lodging a Form 484. You must do this within 28 days of the
change. You must enter your corporate key when you lodge a
paper copy of Form 484.
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Notification of share issue Form 484 - Section C
You
will need to notify ASIC when your company issues shares by lodging a
Form 484. You must do this within 28 days of the date of issue. You
must enter your corporate key when you lodge a
paper copy of Form 484.
Get a corporate key now |
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Notification of share cancellation Form 484 - Section C
You
will need to notify ASIC when your company cancels shares by lodging a
Form 484. You must do this within 28 days of the date of cancellation.
You must enter your corporate key when you lodge a
paper copy of Form 484.
Get a corporate key now |
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Notification of change to registered office or principal place of businessForm 484 - Section A
You
must notify ASIC when a change occurs to the registered office address
or the principal place of business. You must do this within 28 days of
the date of change. You must enter your corporate key when you lodge a
paper copy of Form 484.
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Notification of change of office hours Form 484 - Section A
Unless
you are a proprietary company, you must notify ASIC of any change in
office hours before the change occurs. The registered office of public
companies must be open to the public each business day from at least 10
am to 12 noon and 2 pm to 4 pm; or for at least 3 hours between 9 am
and 5 pm (s.145).
A letter will be accepted for notification of such changes. You must enter your corporate key when you lodge a
paper copy of Form 484.
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Change of company name Form 205
If
you wish to change your company's name at any time, you must pass a
special resolution adopting a new name and lodge a copy of the special
resolution with ASIC (s.157). ASIC may then change the company name
provided that the
name is available (s.147) and payment of the prescribed fee is received (s.1355).
You must lodge this form with ASIC within 14 days of the meeting when
the special resolution was passed. The change of name does not take
effect until a Certificate of Registration on Change of Company Name is
issued by ASIC.
Electronic lodgement
If
you are a director or secretary of a company you can notify ASIC about
the most common changes to your company's details using our new
online service. Alternatively, if you lodge documents on behalf of a number of companies, you can lodge them electronically using our
EDGE service.
Late fees
There are three different types of late fees that can be charged.
a. Late Lodgement Fee - The Corporations Act specifies a time period during which information
must be provided to ASIC on a prescribed document, and the document is
lodged after that period.
b. Late Payment Fee - The company's annual review fee is paid more than 2 months after its review date.
c. Late Review Fee - Information on the company's annual statement that is either missing
or no longer correct is not notified to ASIC until more than 28 days
after the review date.
NOTE: This does not include minor corrections to existing information (eg spelling or typographical errors).
For
each type of late fee, the company will only be charged that late fee
once per document. However, more than one type of late fee can be
charged on a single document.
A late fee of $65.00 applies if:
A late fee of $270.00 applies if