Company registration in Australia can be complicated. There are a range of pitfalls that you should try to avoid when going through this process…
- Written consents from officeholders and shareholders
Before registering a company you will need to obtain written consent to act from all directors and the secretary (if you appoint one). You will also need a consent to become a shareholder, and signed application for shares from each initial shareholder.
- The Constitution
You should consider whether the company should operate under the replaceable rules in the Corporations Act 2001 (Cth), or whether you wish to override them with a Constitution—or adopt a hybrid approach. If you intend to adopt a Constitution, you will need the shareholders’ approval to adopt it.
- Consent to the use of the registered office address
You will need to obtain written consent to the use of the registered office address if the company does not occupy the premises. This is an ASIC requirement and should not be forgotten.
- Incorrect information
It is important to provide the correct information when registering a company so that the details on the ASIC register are recorded correctly. However, mistakes do happen and they can generally be corrected by lodging a form with ASIC once the company has been registered.
- Missing out on your company name
Generally, you cannot register a company name that is the same as one that has already been registered. If you are at all concerned about missing out on your preferred name, you should consider reserving it. You can apply to ASIC to reserve a name and, if the application is approved it will be reserved for a two-month period. You can apply again if necessary, at the end of this period.
- Misspelling the company name
We have seen cases where an applicant has misspelt a company name. In these cases, it is possible to correct the error with a notice to ASIC and payment of a fee. Of course, you will not be able to simply correct the name if the preferred name is already taken. However, in all other cases, the error should be easily fixable.
- Failing to prepare the incorporation documents
There is a suite of documents that you will need to prepare upon registering a company—including various registers; the minutes of the initial members meeting and directors meeting; and the share certificates. These documents will need to keep in the company register, which may be kept in hard copy form or electronically.
A company registration provider will generally prepare these documents for you, but if you register a company on your own you will need to ensure that they are prepared as soon as possible. If you don’t prepare them, and keep them with the company register, you will risk being in breach of the Corporations Act 2001 (Cth).
Setting up a company for the first time can be daunting, and knowing a business that can help you navigate these confusing waters is invaluable. Patricia Holdings has over five decades of experience in creating companies in Australia.
Our employees are well equipped to assist you with any enquiries you may have regarding your company registration, and the best way to go about it.
Patricia Holdings has the experience and knowledge to give you peace of mind when establishing your company. Click here to register an Australian company or contact our Business Support Team to learn more.
