Are you Sure you Should be Using the ASIC Portal to Lodge your Company Compliance Documents?

As a director or officeholder of a company registered in Australia, you are responsible for meeting strict legal obligations according to the Corporations Act 2001 (Cth) (Corporations Act). These obligations require you, or a registered agent such as a company compliance expert or accountant, to lodge company compliance documents with ASIC every year.

Many registered agents use the Australian Securities & Investments Commission (ASIC) online portal to manage their clients’ company compliance. The portal is an easy-to-use tool and an efficient way of lodging documents. But by using the portal to lodge forms, you may not be maintaining compliance. Why? Because unless you know exactly what documents you are supposed to be creating with the forms you are lodging, there’s a chance you’ll miss something. This is particularly a concern when an inexperienced administration person is fulfilling the company’s compliance activities.

In this article we take you through which company compliance documents you should be lodging and look at how you can reduce risk and maintain confidence in your company compliance process.

Which company compliance documents must I lodge online?

There are several circumstances when you must lodge forms with ASIC to inform them of important information. ASIC requires documents to be lodged online in the following situations.

Changing company details

When there is a legal change to your company details, you must advise ASIC online (the paper form 484 is no longer used) of the change within 28 days of its occurrence. Unfortunately, failure to do this results in late fees.

Common changes include:

• changing your company address
• appointing or ceasing company officeholders
• appointing or ceasing members
• adding or removing an ultimate holding company
• changing the share structure

Your company may also change its:

• company type
• company financial year
• officeholder details
• company resolutions
• shareholder details

Voluntary deregistration of a company

If your company meets the specified criteria you may choose to deregister your company by lodging an Application for Voluntary Deregistration of a Company Form (6010) with ASIC. This results in your company being closed and removes your obligations as a company officeholder. You must do this at least two weeks before your annual review fee due date to avoid paying the review fee.

You must ensure that:

• all members of the company agree to deregister
• the company is not conducting business
• the company’s assets are worth less than $1000
• the company has no outstanding liabilities (e.g. unpaid employee entitlements)
• the company is not involved in any legal proceedings and
• the company has paid all fees and penalties payable to ASIC.

Notification of a resolution

The Corporations Act 2001 dictates that most decisions that affect a company must be made by a resolution. The company constitution may also have rules regarding what decisions must be passed by resolution.

Based on the rules guiding your company, if you change your company name, company type, binding arrangements or constitution, or pass some other resolution, you will need to advise ASIC by submitting Form 205A.

Other forms may also need to be lodged according to what the resolution relates to within the company. For example, if a proprietary company limited by shares decides to change the company type to a public company limited by shares, you must also lodge Form 206. As well as this, you might need to supply minutes of the meeting at which the resolution was passed.

Notification to nominate or cease a registered agent or contact address

If your company wishes to nominate a registered agent or contact address in order to manage correspondence from ASIC, then you must lodge Form 362. Note that you might also need to combine this with Form 486 if you want to use a different service address and you wish to nominate a third party address (usually not where an agent is being appointed).

Company financial statements and reports

Public, large proprietary, small proprietary foreign-controlled companies, registered schemes and trusts must all lodge a copy of the company financial statements and reports each year with ASIC. These statements and reports must comply with Australian Accounting Standards and be accompanied by Form 388.

Financial statements and reports include:

• Statement of financial position as at the end of the year
• Statement of profit or loss and other comprehensive income for the year
• Statement of cash flows for the year
• Statement of changes in equity
• Consolidated financial statements
• Notes to financial statements
• Directors’ declaration that the financial statements comply with accounting standards
• Directors’ report, including the auditor’s independence declaration
• Auditor’s report

Companies must lodge financial statements and reports if:

• there are substantial sums of money involved
• the general public has invested funds with the company, or
• the company exists for charitable purposes only and is not intended to make a profit.

How can I reduce risk in my company compliance process?

These are just some of the situations that require you to lodge documents with ASIC according to the Corporations Act 2001. There are many others and not all of related documents are obvious or automated. It can be a complicated process but as a director or officeholder of a company—whether you use a registered agent or not—it is your responsibility to meet these obligations.

Engaging a company compliance team to manage this process will make sure you don’t miss any forms when lodging online with ASIC. They have the experience, expertise and time to implement a seamless compliance process and meet all of your ASIC obligations with confidence.

Outsourcing to the experts will reduce your risk and save you or your staff time and money to spend on other business activities.

Feel free to get in touch with CCASA if you have any questions about lodging forms with ASIC.

Please note that if your company is a charity registered with the Australian Charities and Not-for-Profits Commission (ACNC) some of your reporting obligations to ASIC may be different. CCASA can assist you to manage your company compliance as a charity or help take you through the registration process like we did recently with One Hope Foundation.

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