Corporations Act 2001
Note: This Part does not apply to a CCIV or a sub-fund of a CCIV: see Subdivision B of Division 9 of Part 8B.6 .
View history note
Hide history noteA company may transfer its registration to registration under a law of the Commonwealth, or of a State or Territory, by:
(a) passing a special resolution resolving to transfer its registration to registration under that law; and
(b) complying with sections 601AJ and 601AK .
The company may transfer its registration to registration under the law of a State or Territory only if the State or Territory is the one in which it is taken to be registered.
Note 1: Section 119A tells you which State or Territory the company is taken to be registered in.
Note 2: In order to be registered under the State or Territory law, the company may need to amend its constitution, or adopt a new one, and the provisions of this Act (including the class rights provisions in Part 2F.2 ) will apply to the amendment or adoption.
To transfer its registration, a company must lodge an application with ASIC together with: (a) a copy of the special resolution that resolves to change the company ' s registration to a registration under the law of the Commonwealth or of the State or Territory; and (b) a statement signed by the directors of the company that in their opinion the company ' s creditors are not likely to be materially prejudiced by the change and sets out their reasons for that opinion.
[ CCH Note: S 601AJ(1) will be amended by No 69 of 2020, s 3, Sch 1[849], by substituting " the Registrar " for " ASIC " , (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
601AJ(2)
The application must be in the prescribed form.
[ CCH Note: S 601AJ(2) will be amended by No 69 of 2020, s 3, Sch 1[850], by substituting " meet any requirements of the data standards " for " be in the prescribed form " , (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
SECTION 601AK 601AK ASIC MAKES TRANSFER OF REGISTRATION DECLARATION
[ CCH Note: S 601AK heading will be amended by No 69 of 2020, s 3, Sch 1[851], by substituting " The Registrar " for " ASIC " , (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
ASIC may make a transfer of registration declaration in relation to the company under this section if ASIC is satisfied that: (a) the application complies with section 601AJ ; and (b) the company ' s creditors are not likely to be materially prejudiced by the transfer of the company ' s registration; and (c) the law of the Commonwealth or of the State or Territory concerned adequately provides for:
(i) the continuation of the company ' s legal personality after the transfer; and
(ii) the preservation of any rights or claims against the company (other than the right of a member as a member) that accrued while the company was registered under this Act.
[ CCH Note: S 601AK will be amended by No 69 of 2020, s 3, Sch 1[852] and [ 853], by substituting " The Registrar " for " ASIC " (first occurring) and " the Registrar " for " ASIC " (second occurring) (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
[ CCH Note: S 601AL heading will be amended by No 69 of 2020, s 3, Sch 1[854], by substituting " The Registrar " for " ASIC " , (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
ASIC must deregister the company if: (a) ASIC makes a transfer of registration declaration in relation to the company; and (b) the company is registered under the law of the Commonwealth or of the State or Territory.
Note: Despite the deregistration, officers of the company may still be liable for things done before the company was deregistered.
[ CCH Note: S 601AL(1) will be amended by No 69 of 2020, s 3, Sch 1[855] and [856], by substituting " The Registrar " for " ASIC " (first occurring) and " the Registrar " for " ASIC " in para (a) (effective 1 July 2026 or a day or days to be fixed by Proclamation).]
601AL(2)
Sections 601AD , 601AE , 601AF and 601AG do not apply to the deregistration of a company under this section.