Standard Company
New Companies
NAME OF COMPANY
Before registering a Company, we will search for both the availability and suitability of the name you have chosen. If a name is unique, the ASIC will register that name and take no responsibility for the use of that name in the marketplace.
However, if the name is too similar to another registered business name, association or company, registration of that name may cause severe difficulties. Our searches are conducted at no additional expense to you.
CONSTITUTIONS
All proprietary companies produced by us will be supplied with a Constitution. This important document, containing the rules and procedures by which a company is run, is the most fundamental aspect of a company. Our company Constitutions have been drafted by one of the largest and most prestigious legal firms in Australia. The Constitutions are up-dated whenever any change to the Corporations Law occurs.
Our Constitutions have been drafted to provide maximum flexibility and user-friendliness to those associated with a company: its directors, shareholders and advisors.
Replaceable rules were a good theoretical concept. However, during the life of a company, when faced with practical issues, such as opening a bank account, having easy access to the rules and procedures of a company, etc, the usefulness of replaceable rules is challenged.
If you have special requirements for your Constitution, please make us aware of your needs.
OFFICERS AND OWNERS
All standard proprietary companies are formed on the basis of being able to operate with a minimum of one director and one shareholder (who may be the same person). A proprietary company is limited to a maximum of 50 members. There is no longer any requirement to have a Company Secretary for a proprietary company.
DIRECTORS
A director must be a person who is over the age of 18 years. At least one Director of a proprietary company must be ordinarily resident in Australia.
SHAREHOLDERS
Any legal entity may hold shares in a company. This includes any person, company or incorporated association which is resident anywhere in the world.
A child (under the age of 18 years) can only hold shares through a trustee or guardian.
A trust or superannuation fund can only hold shares through its trustee.
CLASSES OF SHARES
Nine classes of shares are provided for in all standard companies. This anticipates and prepares the company for various changes to the composition of shareholders and other changes which may arise over the life of the company, avoiding the need for (and expense of) creating the most commonly needed classes of shares in future years.
The classes are:-
(1) ordinary shares with all normal dividend and voting entitlements. This is the class of share most commonly used in all types of companies.
(2) A–F class shares - these all have the same right, which is the right to receive a dividend at a rate different to that paid on the ordinary shares. These shares allow for dividend streaming. Although the holders of the same class of share must receive the dividends paid at the same rate, a different rate can be paid to the holders of different classes. For example, if there is a holder of A, B and C class shares, the holder or holders of A class shares may receive a dividend of 10 cents per share; those holding B class shares may receive no dividend; and those holding C class shares may receive a dividend of 50 cents per share. Those rates can be altered for each dividend payment. These shares do not confer any entitlement to vote.
(3) G and H class redeemable preference shares these generally do not confer an entitlement to vote, but do confer an entitlement to receive dividends in priority to all other shareholders. These shares can be redeemed at the Company's option.
No classes (other than the ordinary shares) are entitled to share in the surplus assets in a winding up of the Company.
COMMON SEAL
Since 1st July, 1998, the use of a common seal to execute a document became optional - if the Constitution of the company didn’t impose more restrictive provisions. Our Constitutions reflect this new development. Our standard package includes a common seal. However, if you would prefer not to receive a common seal, please tick the appropriate box in the order form - and our fee will be reduced by $16.50.
PRESENTATION
We can offer deluxe, economy, reduced or green package as a presentation choice. The comparison and the price differential is detailed in the package comparison.
DELIVERY
Under normal circumstances:-
For clients in metropolitan Melbourne, a company ordered today will be delivered within 24 hours of our receipt of your order.
For clients in country Victoria or interstate, delivery will normally take 48 hours.
Delivery to any location in Australia is free.
