Running a company comes with responsibilities and obligations under the law. As a company officeholder you must act in the company's best interests and have a firm understanding of how to operate and meet your business obligations.
One important part of this is paying the ASIC company annual review fee on time when you are operating your business as a company.
This is important because if fees are paid late, ASIC will apply late payment fees and in severe cases ASIC will proceed to de-registered the Company.
Each year, we send your company an annual statement shortly after the annual review date (which in most cases is the date you registered the company).
Your annual statement will contain:
a statement of your company's current details
an invoice for your company annual review fee, and
your company's corporate key
To keep your company registered you must complete the following steps:
1. Pay your annual company review fee
You must pay the total amount on the invoice by the due date (i.e. within two months of the company’s annual review date) or late fees will apply.
The annual statement pack we send you includes an invoice that shows how much you owe.
Depending on the company type, the annual review fee will change:
A proprietary company - $321
A special purpose company (proprietary) - $65
A special purpose company (public) - $61
A public company - $1,492
A Corporate Collective Investment Vehicle - $1,492
2. Check and update your company details
Check the details on your annual statement carefully. If any details are incorrect, you can change your company details online, by lodging a Change to company details (Form 484). This includes changes to your addresses, share structure, officeholders and members.
You will need your corporate key to make changes online. You can find your corporate key on your most recent annual statement.
If you are a Responsible Entity for a registered scheme you must notify us of any changes to the scheme by a Change to scheme details (Form 491).
Late review fee
You must lodge changes with us within 28 days of the annual statement issue date, or a further late fee will apply.
Changes to annual statement notified up to one month late - $96
Changes to annual statement notified more than one month late - $401
Late lodgement fee
While you only receive one annual statement each year, changes to your company details must be lodged as they occur, to avoid a late lodgement fee.
Change of details lodged up to one month after a change occurred - $96
Change of details lodged more than one month after a change occurred - $401
A company may be charged both a late lodgement fee and a late review fee
3. Pass a solvency resolution
Company directors must pass and store a solvency resolution within two months of the annual review date, unless you have lodged a financial report with ASIC in the past 12 months.
A solvency resolution is a resolution made by the directors of a company as to whether or not, in their opinion, the company will be able to pay back its debts when they are due.
The directors must have a reasonable basis for their opinion and the resolution must be passed by a majority.
Your solvency resolution may be a:
Positive solvency resolution - passed when directors believe that the company will be able to pay its debts when they are due.
Negative solvency resolution - passed when directors believe that the company will not be able to pay its debts when they are due. The company must notify us if the directors pass a negative resolution.
If the directors of the company do not pass a solvency resolution within two months after a review date, the company must notify us.
To notify us, the company must lodge a Form 485 Statement in relation to company solvency.