Four Things to Know about Corporate Compliance

So, you have registered a new company and now you need to know what are your legal obligations in maintaining it..

At Patricia Holdings we specialise in Corporate Compliance and Company Secretarial work. We have a service that can take care of all of your legal compliance obligations for you.

In the meantime, these are the main obligations for anyone with a proprietary limited company.

1. Keeping company records
A company is required to maintain a company register that includes the details of its members, directors and any secretary; copies of the minutes of all meetings of its members (ie, shareholders) and directors; and certain other information.

2. Advising ASIC of changes to the company
The company is required to notify ASIC of certain changes to its details, such as:

• Changes to the registered office address or principal place of business
• Changes in officeholders (ie, directors or the secretary)
• Changes in the share structure of the company.

These changes must be notified to ASIC within 28 days after the change took effect, or else a late fee will be charged.

3. The Annual Statement
ASIC will send a copy of the company’s annual statement to its registered address on or around the anniversary of the company’s registration date. You will need to check the statement to ensure that the company’s details are up to date. If not, you will need to notify ASIC of any changes.

You will also need to pay the annual review fee to ASIC, and pass a solvency resolution within two months of the annual review date.

4. The solvency resolution
The directors of a company are required to pass a solvency resolution within two months of the annual review date. This is a resolution that, in the directors’ opinion, the company can pay its debts if and when they fall due. However, if the directors do not believe that this is the case, they must pass a “negative” solvency resolution and notify ASIC within 7 days of doing so. In this case, the company will be considered to be insolvent, and the directors may be subject to prosecution if it trades while insolvent.

The company must also notify ASIC if the directors have not passed any solvency resolution within two months of the annual review date.

Patricia Holdings is available to help you with all of these corporate compliance requirements with our Company Secretarial subscription service. We can prepare minutes of meetings for your company; lodge ASIC forms to notify of any company changes; and manage your Annual Review process for you. We can do this whether or not we are recognised as the registered agent for your company