Corporations Act 2001

CHAPTER 5A - DEREGISTRATION, AND TRANSFER OF REGISTRATION, OF COMPANIES  

PART 5A.1 - DEREGISTRATION  

Note 1: This Part applies to the deregistration of CCIVs with modifications: see Subdivision A of Division 9 of Part 8B.6 .

Note 2: For the deregistration of sub-funds of CCIVs, see Subdivision A of Division 9 of Part 8B.6 .

SECTION 601AB   DEREGISTRATION - ASIC INITIATED  


Circumstances in which ASIC may deregister

601AB(1)    
ASIC may decide to deregister a company if:

(a)    

the response to a return of particulars given to the company is at least 6 months late; and

(b)    the company has not lodged any other documents under this Act in the last 18 months; and

(c)    ASIC has no reason to believe that the company is carrying on business.


601AB(1A)    


ASIC may also decide to deregister a company if the company ' s review fee in respect of a review date has not been paid in full at least 12 months after the due date for payment.

601AB(1B)    


ASIC may also decide to deregister a company if:

(a)    the company is liable to pay levy imposed by the ASIC Supervisory Cost Recovery Levy Act 2017 ; and

(b)    the company has not paid in full at least 12 months after the due date for payment:


(i) the amount of the levy; and

(ii) the amount of any late payment penalty payable in relation to the levy; and

(iii) the amount of any shortfall penalty payable in relation to the levy.

601AB(1C)    


ASIC may also decide to deregister a company if the company is liable to pay an instalment of levy (within the meaning of the Financial Services Compensation Scheme of Last Resort Levy (Collection) Act 2023 ) and the company has not paid in full at least 12 months after the due date for payment:

(a)    the amount of the instalment of levy; and

(b)    the amount of any late payment penalty payable in relation to the instalment of levy; and

(c)    the amount of any shortfall penalty payable in relation to the instalment of levy.


601AB(2)    
ASIC may also decide to deregister a company if the company is being wound up and ASIC has reason to believe that:

(a)    the liquidator is no longer acting; or

(b)    the company ' s affairs have been fully wound up and a return that the liquidator should have lodged is at least 6 months late; or

(c)    the company ' s affairs have been fully wound up under Part 5.4 and the company has no property or not enough property to cover the costs of obtaining a Court order for the company ' s deregistration.



Deregistration procedure

601AB(3)    


If ASIC decides to deregister a company under this section, it must:

(a)    give notice of the proposed deregistration:


(i) to the company; and

(ii) to the company ' s liquidator (if any); and

(iii) to the company ' s directors; and

(iv) on ASIC database; and

(b)    publish notice of the proposed deregistration in the prescribed manner.


601AB(3A)    


When 2 months have passed since the publication of the notice under paragraph (3)(b) , ASIC may deregister the company.

601AB(4)    


ASIC does not have to give a person notice under paragraph (3)(a) if ASIC does not have the necessary information about the person ' s identity or address.

601AB(5)    


ASIC must give notice of the deregistration to everyone who was notified of the proposed deregistration under subparagraph (3)(a)(ii) or (iii) .

601AB(6)    


ASIC may refuse to deregister a company under this section if ASIC decides to order under section 489EA that the company be wound up.

601AB(7)    


Subsection (6) does not limit ASIC ' s power to refuse to deregister the company.

 

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