Check list for registered Companies & their Officers

Monday, 8 May 2006

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.

  • The company statement contains information that is held on our database about the company. The company is required to review this information to see if it is correct. If the information is not correct, the company is required to notify ASIC of any changes within 28 days after the issue date of the annual statement. In most cases those changes will be notified to ASIC on a Form 484 (for notifiable changes) or a Form 492 (for minor detail corrections).

  • The invoice statement will show the annual review fee that the company is required to pay within 2 months of its review date. The review fee must be paid regardless of whether the information on the company statement is correct or not.


  • The annual statement may also contain a request from ASIC for additional information. The company is required to respond to that request regardless of whether the information on the company statement is correct or not. The response is to be notified on a Form

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.

  • If the directors have not passed a solvency resolution, they will be required to lodge a Form 485 Statement in relation to company solvency within 2 months and 7 days of the company's review date.
  • If the directors have passed a positive solvency resolution, they are not required to lodge a Form 485 with ASIC. In the absence of the lodgement of a Form 485, payment of the review fee will be taken as a representation by the directors of the company that they believe that the company is solvent.
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. Get a corporate key now | About corporate keys

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. Get a corporate key now | About corporate keys

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. Get a corporate key now | About corporate keys

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. Get a corporate key now | About corporate keys

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. Get a corporate key now | About corporate keys

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 | About corporate keys

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 | About corporate keys

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. Get a corporate key now | About corporate keys

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. Get a corporate key now | About corporate keys

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 prescribed form is lodged; or

  • a review fee is paid; or

  • changes in response to the annual statement are received, up to one month after the periods specified above.

A late fee of $270.00 applies if

  • a prescribed form is lodged; or

  • a review fee is paid; or
  • changes in response to the annual statement are received, more than one month after the periods specified above.

Other fees
For a list of fees payable on commonly lodged documents, see Fees for commonly lodged documents.

The information sheet, Your Company and the Law provides additional information about requirements under the Act. It is also available from ASIC Infoline, Service Centres, the Information Processing Centre and Local ASIC Representatives


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