CHAPTER 2C
-
REGISTERS
PART 2C.2
-
NOTICE BY PROPRIETARY COMPANIES OF CHANGES TO MEMBER REGISTER
History
Part 2C.2 inserted by No 24 of 2003, s 3, Sch 1
[
22] (effective 1 July 2003).
SECTION 178A
NOTICE OF CHANGE TO MEMBER REGISTER
178A(1)
A proprietary company must notify ASIC within the time determined under section
178D
and in the prescribed form, if:
(a)
it is required to add or alter a particular in the register it maintains under section
169
; and
(b)
the particular is one required to be kept under any of the following:
(i)
subsection
169(1)
(name and address and date of entry of member
'
s name into register);
(ii)
paragraph
169(3)(b)
(number of shares in each allotment to the member);
(iii)
paragraph
169(3)(c)
(the number of shares held by the member);
(iv)
paragraph
169(3)(d)
(the class of shares held by the member);
(v)
paragraph
169(3)(ea)
(the amount paid on the member
'
s shares);
(vi)
paragraph
169(3)(eb)
(whether the member
'
s shares are fully paid);
(vii)
paragraph
169(3)(f)
(the amount unpaid, if any, on the member
'
s shares);
(viii)
subsection
169(5A)
(statement whether any of the member
'
s shares are held beneficially);
(ix)
subsection
169(6AA)
(shares issued as a result of CSF offers).
[
CCH Note:
S 178A(1) will be amended by No 69 of 2020, s 3, Sch 1[504]
-
[
506], by substituting
"
the Registrar
"
for
"
ASIC
"
, omitting
"
and in the prescribed form,
"
and inserting
"
The notification must meet any requirements of the data standards.
"
at the end of the subsection, (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
History
S 178A(1)amended by No 106 of 2018, s 3, Sch 1
[
11] (effective 19 October 2018).
178A(2)
An offence based on subsection
(1)
is an offence of strict liability.
Note: For
strict liability
, see section
6.1
of the
Criminal Code
.
History
S 178A inserted by No 24 of 2003, s 3, Sch 1
[
22].
SECTION 178B
178B
TOP 20 ONLY
If a proprietary company has more than 20 members, the company is only required to notify additions or alterations of particulars under section
178A
that relate to a person who is, or as a result of the addition or alteration will become, a top 20 member of a class of the company.
Note: See also section 107.
History
S 178B inserted by No 24 of 2003, s 3, Sch 1
[
22] (effective 1 July 2003).
SECTION 178C
NOTICE OF CHANGE TO SHARE STRUCTURE
178C(1)
A proprietary company that is required to notify ASIC under section
178A
of an addition or alteration must also notify ASIC, at the same time, of any of the following details in relation to the company that are different from the details previously notified to ASIC:
(a)
the total number of the company
'
s shares on issue;
(b)
the classes into which the shares are divided;
(c)
for each class issued:
(i)
the total number of shares for the class;
(ii)
the total amount paid up for the class;
(iii)
the total amount unpaid for the class;
(d)
that the company has started to have one or more CSF shareholders;
(e)
that the company has ceased to have any CSF shareholders.
[
CCH Note:
S 178C(1) will be amended by No 69 of 2020, s 3, Sch 1[507], by substituting
"
the Registrar
"
for
"
ASIC
"
(wherever occurring) (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
History
S 178C(1) amended by No 106 of 2018, s 3, Sch 1
[
12] (effective 19 October 2018).
178C(2)
An offence based on subsection
(1)
is an offence of strict liability.
Note: For
strict liability
, see section
6.1
of the
Criminal Code
.
History
S 178C inserted by No 24 of 2003, s 3, Sch 1
[
22].
SECTION 178D
178D
TIME WITHIN WHICH ASIC MUST BE NOTIFIED
[
CCH Note:
S 178D heading will be amended by No 69 of 2020, s 3, Sch 1[508], by substituting
"
THE REGISTRAR
"
for
"
ASIC
"
, (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
A proprietary company must notify ASIC under section
178A
within the time determined by this table.
Time within which the company must notify ASIC
Time within which the company must notify ASIC
Time within which the company must notify ASIC
|
Item
|
If the need to add or alter a particular arises in connection with this event...
|
The company must notify ASIC within this time...
|
1 |
the Court orders the company to correct its member register kept under section
169 |
at the same time that it notifies ASIC of the correction under subsection
175(3) |
2 |
the company divides shares into classes, or converts shares of a class into shares of another class |
within the time within which it must notify ASIC of the particulars of the division or conversion under subsection
246F(1) |
3 |
the company issues shares |
within the time within which it must notify ASIC of the particulars of the issue under subsection
254X(1) |
4 |
the company reduces its share capital |
within the time within which it must notify ASIC of shareholder approval of the reduction under subsection
256C(3) |
5 |
an event not covered by items 1 to 4 |
within 28 days after the day on which it adds or alters the particular in the register |
[
CCH Note:
S 178D will be amended by No 69 of 2020, s 3, Sch 1[509]
-
[
514], by substituting
"
the Registrar
"
for
"
ASIC
"
(first occurring),
"
the Registrar
"
for
"
ASIC
"
in the table heading,
"the Registrar
"
for
"
ASIC
"
in the table, heading to column headed
"
The company must notify ASIC within this time...
"
,
"
the Registrar
"
for
"
ASIC
"
in the table items 1 to 3, column headed
"
The company must notify ASIC within this time...
"
,
"
the Registrar
"
for
"
ASIC
"
in the table item 4, column headed
"
The company must notify ASIC within this time...
"
and omitting
"
of the particulars of the issue
"
in the table item 3, column headed
"
The company must notify ASIC within this time...
"
, (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
History
S 178D inserted by No 24 of 2003, s 3, Sch 1
[
22].