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companysetup.com.au

The six steps · Step 6

From ASIC

A company’s yearly obligations to ASIC

Every year, usually soon after the anniversary of its registration, ASIC sends a company an annual statement; the company must then pay the annual review fee, check and update its details, and have its directors pass a solvency resolution. As at October 2026 the annual review fee for a proprietary company is $342 (ASIC).

General informationNot legal or financial advice. ASIC’s page on the company annual review is the place to check.

The review, from the anniversary on

A company’s annual review date is usually the date it was registered. You can apply to change it, though not for a review date that has already passed. Counted from that date, the year’s deadlines run like this.

  1. Soon after the review date

    The annual statement is sent

    ASIC sends it to one address only: the company’s registered agent if it has one, otherwise its online officeholder portal account, then its nominated mailing address, then its registered office. The statement includes an invoice for the review fee and the details ASIC holds about the company.

  2. 15 business days after

    No statement yet?

    If the company hasn’t received it by then, ASIC asks you to contact it.

  3. Within 28 days

    Correct anything wrong on the statement

    The statement lists the company’s addresses, share structure, officeholders and members. If something is wrong, the company must update it, and any change not already made must be made within 28 days of the review date to avoid a late review fee. ASIC’s late fee page puts the 28 days from when the statement was issued. ASIC usually sends the statement soon after the anniversary of registration, and asks you to contact it if none has arrived 15 business days after the review date, so the review date is normally the earlier of the two starting points.

  4. Usually 2 months after

    Pay the review fee

    The fee is due by the date on the statement, usually 2 months after the review date. Paying late adds a late fee.

  5. Within 2 months

    The directors pass a solvency resolution

    The resolution records whether most of the directors believe the company will be able to pay its debts as they fall due, and that opinion must rest on good evidence. A company that has lodged a financial report with ASIC within the last 12 months does not need one. A positive resolution is kept in the company’s own records and not sent to ASIC.

  6. Within 7 days of that

    Tell ASIC if the answer is no, or there is no answer

    If the resolution says the company won’t be able to pay its debts when due, or no resolution was passed within 2 months of the review date, the company must notify ASIC within 7 days on Form 485.

The fees, as at October 2026

The fee depends on the type of company. These are the amounts ASIC’s pages showed on 8 October 2026; the annual statement shows the company’s own amount.

ASIC annual review fees and late fees, as at October 2026
Type of company or feeAmount
Proprietary company (not a special purpose company)$342
Special purpose company, proprietary$70
Special purpose company, public$65
Public company (not special purpose or a small transferring financial institution)$1,591
Late payment or late correction, up to 1 month$102
Late payment or late correction, more than 1 month$428

Sources: ASIC: Company annual review and ASIC: Late company annual review fee. If a late fee came from circumstances beyond the company’s control, it can ask ASIC to review it, and ASIC may waive it. If a late fee goes unpaid, ASIC sends another notice and then a final letter of non-compliance to each director’s home address.

Paying ten years ahead

A company can pay its review fee for 10 years in advance at a discounted rate, which also avoids fee increases over the period. As at October 2026 the 10-year payment is $2,538 for a proprietary company that is not a special purpose company (ASIC). There are no refunds, even if the company closes, and the yearly check of details and solvency resolution still apply.

Between reviews

  • Changes within 28 days. ASIC says not to wait for the annual review: the company must update its details within 28 days of a change, or a late lodgement fee applies.
  • Records for 7 years. A company must keep financial records that explain its transactions and financial position for at least 7 years. They can be digital, but you must be able to produce hard copies.
  • Resolutions in the minutes. A resolution has to go into the company’s records within one month of the vote, in minutes signed by the chair of that meeting or of the next one.
  • Tax. The ATO says a company must lodge an annual company tax return, and business.gov.au says it keeps tax records for at least five years.

Financial reports: small proprietary companies lodge them only in some cases

Some companies must lodge financial reports with ASIC: public companies, disclosing entities, large proprietary companies and some small proprietary companies. A proprietary company is large if it meets at least two of three tests at the end of a financial year: consolidated revenue of $50 million or more, consolidated gross assets of $25 million or more, or 100 or more employees. Otherwise it is small.

A small proprietary company has to lodge only if its shareholders direct it to, ASIC directs it to, it has crowd-sourced funding shareholders during the year, or it is controlled by a foreign company.

If the company is no longer needed

A company that is still registered keeps its obligations. ASIC says that if you no longer need it, you should consider closing it; otherwise you will still be charged the review fee and keep your obligations as an officeholder. Closing is a separate process, set out on ASIC’s deregistration and winding up pages.