Corporations Act 2001

ASIC may decide to deregister a company if:

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

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

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

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.

ASIC may also decide to deregister a company if:

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

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

the amount of the levy; and

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

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

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:

the amount of the instalment of levy; and

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

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

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

the liquidator is no longer acting; or

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

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.

ASIC may also decide to deregister a company if ASIC has reason to believe that information given or otherwise provided to ASIC by or on behalf of the company, or in or with the application to register the company:

is misleading, false or deceptive in a material particular; or

has omitted from it a matter or thing the omission of which renders the information misleading in a material respect.

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

give notice of the proposed deregistration:

to the company; and

to the company’s liquidator (if any); and

to the company’s directors; and

on ASIC database; and

publish notice of the proposed deregistration in the prescribed manner.

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

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.

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

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

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