How to Form a New Company

Before forming a new company the decision must be made as to what business structure suits best.

The advantages/characteristics of using a company include:

  • it is a separate legal entity
  • it has shareholders who own the company
  • it has a board of directors who manage the company (on behalf of the shareholders)
  • it can own property and other assets
  • it has perpetual succession
  • it can contract in its own right
  • it can sue, and be sued.

To establish a new company application must be made to the Australian Securities & Investments Commission.

The process is:

  • Complete Form 201 and lodge with ASIC – this can be done manually (in person at an ASIC office, or through the mail) – or electronically by one of many on-line accredited agents

Principal details required are:

  • proposed name of company
  • state of incorporation
    • registered office and principal place of business addresses
    • names of directors, company secretary and shareholders
  • details of paid up capital and allocation of shares
    • whether a constitution or Replaceable Rules are to be used.

Some of the ‘paperwork’ will need to be signed by het individuals, giving consent, affirming the application and shares, etc.

  • Using an agent means that they will also provide all the necessary documentation for the Company Register

Contents of the Register include:

  • shareholder minutes/resolutions
    • director minutes/resolutions
    • share allotment/transfer journals and register
  • charges register.
  • After registration of the new company various matters need to be attended to, such as:
  • hold the first directors’ meeting to deal with procedural and “housekeeping” matters
    • establish the “books” of the company
    • issue share certificates
    • display the company’s name at the places of business.

*Originally written by Company Secretary, an Australian virtual company secretary service.

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