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Before deregistering a company, specific criteria must be met, and a formal process must be followed to complete the deregistration.
A company can be deregistered in three main ways:
- ASIC-initiated deregistration due to non-compliance
- Voluntary deregistration
- Court-ordered deregistration
This guide focuses on voluntary deregistration – keep reading to find out more.
How Do I Deregister A Company?
A company can be voluntarily deregistered by submitting ASIC Form 6010 online.
Before applying, you must complete the following steps:
- Sell or transfer all company assets so there is nothing left in the company’s name.
- If the company operated as a trustee, appoint a replacement trustee.
- Close all bank accounts registered under the company’s name.
- Cancel all company-held licenses.
- Cancel any registered business names owned by the company.
Once these steps are complete, you can proceed with the ASIC Form 6010 application. However, before submitting, ensure your company meets the eligibility criteria for voluntary deregistration.
Am I Eligible To Deregister My Company?
In order for a company to be eligible for deregistration, it must tick the following boxes:
- The company owns assets worth no more than $1,000.
- All members agree to the company’s deregistration.
- The company has ceased trading and business operations.
- There are no ongoing legal proceedings involving the company.
- The company does not owe ASIC any fees or penalties.
- All liabilities have been settled.
What Happens When ASIC Deregisters My Company?
Once ASIC deregisters a company, it ceases to exist as a legal entity. This means the company can no longer trade, own assets, enter into contracts, or be involved in legal proceedings.
If a company is voluntarily or forcibly deregistered, its legal obligations generally end. However, some outstanding liabilities or legal claims may still apply to former directors or shareholders.
What If ASIC Deregisters My Company Without My Consent?
ASIC may forcibly deregister a company if it believes the business is no longer trading or has unpaid fees. Before doing so, ASIC will issue multiple warnings and notices to allow the company to respond.
If your company is at risk of forced deregistration, you can:
- Contact ASIC to clarify your situation.
- Pay outstanding fees to avoid deregistration.
Taking action promptly can help prevent unnecessary deregistration and allow your company to remain active.
How Much Does It Cost To Deregister A Company?
ASIC charges a fee for voluntary deregistration, which must be paid when submitting Form 6010. The exact fee may change, so it’s best to check ASIC’s website for the latest pricing.
The fee amount must be disclosed on the application form. If ASIC rejects the application because the company does not meet the deregistration requirements, the fee is non-refundable.
To avoid unnecessary delays and additional costs, ensure your company meets all eligibility criteria before applying.
Can A Deregistered Company Still Trade?
No, a deregistered company is no longer eligible to trade. In fact, one of the requirements to deregister a company is to cease all trading.
Once a company is deregistered, it gives up everything that made it a legally functioning entity.
If a company continues to trade once they have been deregistered, their actions are no longer considered legitimate and they can face legal consequences.
Can You Sue A Deregistered Company?
Legal proceedings cannot be initiated against a deregistered company as it no longer exists as a legal entity.
To bring legal action against a deregistered company, it must first be reinstated.
If you are not a former director, secretary, or member of the company but an aggrieved party seeking legal action, reinstatement can only be done through a court order.
It is strongly recommended to seek legal advice before pursuing this process.
What If I’m A Creditor For A Deregistered Company?
If you’re a creditor and a company that has been deregistered owes you money, then your options depend on whether you are a secured or unsecured creditor.
For a secured creditor, you retain the right to pursue any debts the company owes you. Therefore, you possess the legal standing to take possession of the security and settle any debts with it.
An unsecured creditor, on the other hand, could have a harder time settling their debts with the company. It’s advisable to see a legal professional regarding your options if you are an unsecured creditor of a company that has been deregistered.
How Do I Check If A Company Has Been Deregistered?
The ASIC Website allows a search for multiple matters regarding companies. In order to find out whether a company is being deregistered, you simply have to click on the search engine that specialises in companies being deregistered or are insolvent.
The search can be conducted by either using the company name or the Australian Company Number (ACN).
Can I Deregister A Company With Liabilities?
No, any liabilities need to be settled before a company can be deregistered. A liability can be anything that is owed by the company. Liabilities a company may have, include:
- Bills
- Loans
- Employee pay checks that have not been settled
- Taxes
- Expenses
For a company to be successfully deregistered, it’s imperative that they settle any liabilities beforehand.
| Example A chocolate company has decided to deregister their company as they no longer wish to be in business. With all the company members, directors and secretaries in agreement, they move ahead with closing company accounts, selling off assets and cancelling all their business names. The company, however, still owes their former employees their last pay-check. This is considered a liability. Once all employees have been paid off, the company can move forward with their de-registration process. |
What Happens After I Deregister My Company?
If you have successfully deregistered your company, then you are no longer required to fulfil any former duties you once had regarding the company.
As the company no longer exists, your role within it has also ceased.
Finalising a Company Deregistration
Deregistering a company requires a structured process. To voluntarily deregister a company, you must first meet all eligibility criteria and then complete the necessary steps to formally end the company’s existence.
If you need legal assistance with company deregistration, Sprintlaw offers a Voluntary Deregistration package.
Key Takeaways
- A company can only be voluntarily deregistered when all liabilities are settled, trading has ceased, and all members agree.
- Before submitting a deregistration application to ASIC, ensure all company accounts are closed and assets are sold.
- Legal proceedings cannot be brought against a deregistered company-the company must first be reinstated.
- Once a company is deregistered, all legal duties and obligations associated with it are released.
If you would like a consultation on deregistering a company, you can reach us at 1800 730 617 or team@sprintlaw.com.au for a free, no-obligations chat.
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