ASIC Annual Review: A Plain-English Guide for Company Directors

ByForthright

Every Australian company registered with ASIC has an annual review date, usually the anniversary of the day it was registered. It’s easy to forget about it for eleven months of the year, and that’s exactly how late fees happen. Here is what to expect and what you need to do.

What happens on your review date

Around your review date, ASIC issues an annual statement and an invoice for the annual review fee. The statement shows the details ASIC holds about your company, including:

  • Registered office and principal place of business addresses
  • Directors and company secretary
  • Shareholders and share structure
  • Ultimate holding company, if there is one

What directors need to do

1. Check the company’s details

Review the annual statement carefully. If anything is wrong or out of date, it needs to be updated with ASIC. Changes to company details generally need to be notified within 28 days, so it’s worth fixing them promptly whenever they happen, not just at review time.

2. Pay the annual review fee

The fee is due within two months of the review date. ASIC charges late fees if it isn’t paid on time, and a company that stays unpaid for long enough can be deregistered.

3. Pass a solvency resolution

Within two months of the review date, directors must pass a solvency resolution, unless a negative solvency statement is lodged. This is a formal decision by the directors that there are reasonable grounds to believe the company will be able to pay its debts as and when they fall due. It isn’t lodged with ASIC, but it must be recorded in the company’s minutes.

If the directors can’t honestly make that statement, get advice straight away. Solvency is a serious obligation for directors.

Common mistakes that cost money

  • Annual statements going to an old address or an inbox no one checks
  • Directors moving house and not updating their residential address with ASIC
  • Forgetting the solvency resolution because nothing has to be lodged
  • Leaving the review fee until it attracts a late fee

Let a registered ASIC agent handle it

As a registered ASIC agent and ASIC Connect agent, Forthright manages your company’s ASIC obligations for you: we receive your annual statements, check your details, remind you before deadlines, prepare the solvency resolution for your minutes, and lodge any changes.

Want one less thing to remember? See our ASIC services, book an appointment or call 0410 527 521.

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