Company Annual Review Explained

What is an annual review?

Every company registered with the Australian Securities and Investments Commission (ASIC) has an annual review date, which is usually on the anniversary of the original company registration.  During this time each year, the company must demonstrate that it is still in operation and that it will continue to be in business for the next 12 months.  The company is required to lodge an annual return and pay an annual fee.

An annual statement will be sent to the company’s registered address or the Company’s ASIC registered agent address along with an invoice with the annual review fee. This statement will reflect the most updated details relating to the company. Details, such as the names of officeholders, the registered address, the share structure, etc., should all be accurate.

* Note: a company may pay the annual review fee in advance.

Possible outcomes of the ASIC annual review may be:

All of the information is right:

At this point, nothing more needs to be done other than the payment of the annual review fee. The ASIC annual review fee (as of today’s date 30/04/2012) for a normal company is $226.50. A Super Trustee Company acting as trustee for a superfund (a.k.a. Special Purpose Company), as of today, has a fee of $42.00.  The payment is due within two months from the issue date of the annual statement.

The information is only partially right:

It is the company directors’ responsibility that all company details are correct and all changes are reported to ASIC.  All changes must be lodged with ASIC within 28 days from the issue date of the annual statement.  The correct form for the notification of changes to company details is FORM 484. On top of your form 484 charges, you must still remember to pay your annual review fee within two months.

Late payments of fees:

A late review fee will be charged by ASIC in the case of failure to notify of correct information within the 28 day review period.

The annual review late payment fees are: one month late – $60.00, more than one month late $287.00.

The late lodgment of company detail changes fees are: one month -$60.00, more than one month late $287.00.

Both late fees can be implemented simultaneously if the annual review fee is late along with the notification of changes to the annual statement.  This means that a $574.00 charge may be applied on top of your annual review fee if payments of both accounts exceed more than one month past their subsequent deadlines.

The consequences of not paying an annual review fee or not registering company information changes may be quite severe and implemented by both the ATO and ASIC.  ASIC does have the right to deregister a company upon failure to pay annual review fees.

Registered agents:

A company can appoint a registered agent  by filling out a FORM 362.

A company’s registered agent will:

• Receive the company’s annual review statement and will review  it for accuracy.
• If applicable, will make changes to your company’s details within the allotted 28 day by lodging a form 484.
• Will make all payments on your behalf within the allotted time period so that no late fees incur.
• Will provide you with a Solvency Resolution.

Remember, if you are the director of a company, or are registering a company, an annual review will take place every year! ASIC does change the fees every so often, so it is important to familiarize yourself with these changes as they arise.