Companies Regulations (Amendment) (Cth)
I, THE GOVERNOR-GENERAL of the Commonwealth of
Australia, acting pursuant to section 4 of the
Dated 3 June 1986.
N. M. STEPHEN
Governor-General
By His Excellency’s Command,
Lionel Bowen
Attorney-General
“56a. For the purposes of sub-section 263 (1) of the Act, in respect of each financial year of a company—
(a) the prescribed form of annual return of the company is Form 66; and
(b) the prescribed documents are—
(i) in the case of an exempt proprietary company in respect of which an auditor’s report for that financial year includes a statement of reasons for the auditor not being satisfied as to any matter referred to in paragraph 285 (3) (a), (b) or (c) of the Act or includes a statement of particulars of any deficiency, failure or shortcoming in respect of any matter referred to in sub-section 285 (4) of the Act—a copy of the report of the auditor of the company for that financial year, being a copy that is certified by a director, the principal executive officer or a secretary of the company to be a true copy of that report; and
(S.R. 53/86)-Cat. No. 14/14.5.1986
(ii) in the case of a public company, an exempt proprietary company that was not an exempt proprietary company during the whole of that financial year or a proprietary company that is not an exempt proprietary company—a copy of each document a copy of which is required by section 275 of the Act to be laid before the company at the annual general meeting for that financial year, being a copy that is certified by a director, the principal executive officer or a secretary of the company to be a true copy of that document.”.
“Sub-section 263 (1) | Annual return of a company having a share capital | 66 | |
Sub-section 263 (1) | Annual return of a company not having a share capital | 67” | |
and substituting— | |||
Sub-section 263 (1) | Regulation 56a | Annual return of a company | 66”. |
COMPANIES FORM 66 S ub-section 263 (1)
Registered No.: Regulation 56a
ANNUAL RETURN OF A COMPANY
FOR
FINANCIAL YEAR ENDED ON (
1. COMPANY’S FULL NAME:
2. CLASS OF COMPANY: *Public *Exempt proprietary *Non-exempt proprietary
In the case of an exempt proprietary company, was the company exempt throughout the financial year to which this return relates? *YES *NO
3. PRINCIPAL ACTIVITIES:
4. ADDRESS OF REGISTERED OFFICE:
5. PARTICIPATING STATES OR TERRITORIES AND PRINCIPAL OFFICES
(a) List each participating State and Territory in which the name of the company is registered:
(b) State the address of the company’s principal office in each participating State and Territory in which the company has a place of business or carries on business:
6. DIRECTORS, PRINCIPAL EXECUTIVE OFFICER AND SECRETARIES:
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7. NAME OF AUDITOR:
Address of principal place of practice in Australia:
8. ANNUAL GENERAL MEETING *Date held: * Not yet held:
If the company has been granted an extension of time to hold the annual general meeting, set out the date to which the time has been extended:
9. ANNUAL GENERAL MEETING FOR PREVIOUS FINANCIAL YEAR:
Where the annual general meeting for the financial year immediately preceding the financial year to which this annual return relates had not been held before or on the date to which the last annual return was made up, state the date on which the meeting was held:
10. NUMBER OF SHARES ISSUED: UNCALLED CAPITAL: PAID UP CAPITAL:
$ $
11. LIST OF MEMBERS
In the case of a no liability company or a public company to which sub-section 265 (1) or (1a) applies, the list need not be supplied but state the address at which the principal register is kept.
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12. NAME OF COMPANY’S ULTIMATE HOLDING COMPANY: PLACE OF
INCORPORATION:
13. BUSINESS NAMES STATES OR TERRITORIES
under which the company carries on business: in which each of those names is registered:
14. KEY FINANCIAL DATA
(a) as at the end of the financial year: current assets $ current liabilities $ share capital & reserves $ other assets $ other liabilities $ net tangible assets $
(b) for the financial year: operating profit and extraordinary items after income tax $
15. AUDITOR’S REPORT
If an auditor was appointed, did the report of the auditors of the company for the financial year include a statement of reasons for the auditor not being satisfied as to any matter referred to in paragraph 285 (3) (a), (b) or (c) or a statement of particulars of any deficiency, failure or shortcoming in respect of any matter referred to in sub-section 285 (4)? *YES *NO
Where an exempt proprietary company appointed an auditor and that auditor’s report for the financial year included either, or both, of those statements, attach a copy of that auditor’s report in accordance with sub-paragraph 56a (b) (i) of the Companies Regulations.
16. DECLARATION
I certify that, to the best of my knowledge and belief—
(a) the information contained in this return is correct at the date of signing;
*(b) the information in the accompanying STATEMENT OF CHANGES IN PARTICULARS SHOWN ON ANNUAL RETURN correctly records changes that have occurred up to date of signing this return and which, in the case of Items 4-7 inclusive, have not previously been lodged with the Commission;
*(c) the key financial data in Item 14 have been accurately extracted from accounting records kept in accordance with sub-section 267 (1);
**(d) there are reasonable grounds to believe that the company will be able to pay its debts as and when they fall due; and
(e) this declaration is made pursuant to a resolution of the board of directors of the company which adopted the contents of this annual return.
Dated this day of 19 .
Signature of *Director *Secretary *Principal Executive Officer
Name of signatory in block letters:
STATEMENT OF CHANGES IN PARTICULARS SHOWN ON ANNUAL RETURN
FOR
FINANCIAL YEAR ENDED ON (
1. COMPANY NAME
The company has changed its name to:
2. CLASS OF COMPANY HAS CHANGED TO:
*Public *Exempt proprietary *Non-exempt proprietary
3. PRINCIPAL ACTIVITIES HAVE CHANGED TO:
4. REGISTERED OFFICE
New address in full: (1) Date of change:
New office hours are: Date of change:
5. PARTICIPATING STATES OR TERRITORIES AND PRINCIPAL OFFICES
(a) The company no longer desires to have its name registered in: (2)
(b) The company* has ceased to have a place of business in: (2)
*has ceased to carry on business Date of cessation:
(c) New address(es) and office hours are as follows:
New address(es) in full: (1) Date(s) of commencement:
New office hours are:
6. COMPANY OFFICERS
(a) Cessations:
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(b) Appointments and changes in particulars:
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7. AUDITORS:
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The above particulars are correct at the date of signing the annual return to which this statement relates.
Dated this day of 19 .
Signature of *Director *Secretary *Principal Executive Officer
Name of signatory in block letters:
Notes:
(1) Specify full address including (where applicable) any room and floor number.
(2) Insert name(s) of the participating States or Territories.
(3) Insert “Director”, “Principal Executive Officer” or “Secretary”, as the case requires.
(4) Where a person’s name has changed, state in full the former name and the new name.
(5) Paragraph 238 (7) (b) requires that a return notifying the Commission of a person having ceased to be, or having become, a director contain, with respect to each person who is, at the time of the lodgment of the return, a director of the company, the particulars required to be specified in the register.
(6) Insert particulars of directorships held by the director to whom the entry relates in other corporations that under the law of a State or Territory are public companies or subsidiaries of public companies, but not particulars of directorships held by the director in a corporation that, by virtue of subsection 7 (5), is deemed to be a related corporation. Where a person is a director in one or more subsidiaries of the same holding company, it is sufficient to disclose that the person is the holder of one or more directorships in the group of companies and the group may be described by the name of the holding company with the addition of the word “Group”. If no other directorships are held, say so.
(7) Insert in relation to a former officer “Died”, “Resigned”, “Removed”; or as the case may be.
(8) Where the change is a change of residential address, the date of the change need not be stated and the words “Change of address only” may be inserted in the last column.
CONSENT TO SPECIFICATION OF ADDRESS AS ADDRESS OF OFFICE OF CORPORATION
*I/We,
(
Dated this day of 19 .
Signature:
Name of signatory
in block letters:
DIRECTIONS FOR COMPLETING ANNUAL RETURN AND STATEMENT OF
CHANGES IN PARTICULARS SHOWN ON ANNUAL RETURN
DUE DATE FOR LODGING ANNUAL RETURN
1. Under section 263, an annual return must be lodged —
(a) in the case of an exempt proprietary company, not later than 7 months after the end of the company’s financial year; or
(b) in any other case, not later than 6 months after the end of the company’s financial year,
but in any event not later than the end of the period of one month after the date of the annual general meeting.
DATE OF PARTICULARS PROVIDED
2. The particulars provided in the ANNUAL RETURN or STATEMENT OF CHANGES should be correct as at the date of signing the ANNUAL RETURN except for Item 14 which—
(a) in the case of “operating profit and extraordinary items after income tax”—should be the amount for the whole financial year; and
(b) in the case of the other items—should be the amounts as at the end of the financial year to which the return relates.
DIRECTIONS FOR COMPLETING STATEMENT OF CHANGES
3. If the Commission has served the company with a partially completed annual return, the following
directions apply:
(a) Where particulars have already been inserted in the attached annual return on the basis of documents previously received by the Commission, those pre-printed particulars should be checked. Any particulars that are incorrect should be deleted by drawing a line through the incorrect particulars and inserting the correct particulars in the relevant item in the STATEMENT OF CHANGES.
(b) Where a document reporting a change to pre-printed particulars has been lodged with the Commission but the particulars as changed in accordance with the document have not been printed on the annual return, complete the appropriate item on the STATEMENT OF CHANGES and insert “Change previously notified on (
insert date )”.(c) Changes to the name of the company require the prior approval of the Commission and should not be shown on the STATEMENT OF CHANGES unless a CERTIFICATE OF INCORPORATION ON CHANGE OF NAME OF COMPANY has been issued.
4. If the Commission has not served the company with a partially completed annual return the following directions apply:
(a) Items 1, 2 and 3 on the STATEMENT OF CHANGES need not be completed.
(b) The remaining items on the STATEMENT OF CHANGES should be completed only if the particulars prescribed in those items have not previously been furnished to the Commission on the appropriate form.
5. Where no particulars are required to be inserted in the STATEMENT OF CHANGES, it need not be lodged with the Commission.
DIRECTIONS FOR COMPLETING PARTICULAR ITEMS OF ANNUAL RETURN AND STATEMENT OF CHANGES
6. Complete any uncompleted sections of the return to the extent applicable to the company. Items not applicable to the company may be marked “N/A”.
ITEM 3 PRINCIPAL ACTIVITIES
7. Where the principal activity of the company is acting as trustee for a trust or trusts, the nature or purpose of that trust or those trusts should be stated.
ITEM 6 COMPANY OFFICERS
8. “Director” includes any person occupying, or acting in, the position of director, by whatever name called, and any person in accordance with whose directions or instructions the directors of a company are accustomed to act.
9. Particulars of the date and place of birth of officers are required to be stated in respect of officers newly appointed or re-appointed after 30 March 1986 pursuant to section 238.
ITEM 7 AUDITOR
10. Insert the full name of the firm(s) or individual(s) holding office as auditor(s) at the date on which the annual return is signed.
ITEMS 8 AND 9 ANNUAL GENERAL MEETING
11. Where an exempt proprietary company is deemed to have held the annual general meeting, state the date on which the meeting is deemed to have been held.
ITEM 10 SHARES ISSUED AND PAID-UP CAPITAL
12. Where there are shares of different classes, kinds or amounts, state the total number and total paid-up capital applicable to each category.
13. Where there are partly paid shares, state the particulars separately.
14. If allotments of shares have been made which have not been notified to the Commission on a Form 35, attach to the annual return a Form 35 in respect of those allotments. Each Form 35 should apply to a period of not longer than one month.
15. Where shares in a no liability company have been forfeited, attach a schedule stating—
(a) the date of each call made after the date of the last annual return or, in the case of a first return, the date of each call made after incorporation;
(b) the dates, after the last return or incorporation, when shares forfeited were offered for sale and the place of offer;
(c) the number of shares sold at each sale of forfeited shares made after the date of the last return or, in the case of a first return, after incorporation;
(d) the number of shares unsold at each offer for sale of forfeited shares made after the date of the last return or, in the case of the first return, after incorporation; and
(e) the number of shares disposed of pursuant to sub-section 480 (3) after the date of the last return, being shares withdrawn from sale or for which no bid was received.
ITEM 11 LIST OF MEMBERS
16. State the aggregate number of shares held by each member, not the identifying number of each share. The total shares issued should agree with the number of shares stated in the summary in Item 10.
17. Where the shares are of different classes, state separately the number of each class held. Where any shares have been converted into stock, state particulars of the amount of that stock.
18. The names in this list should be arranged in alphabetical order.
ITEM 14 KEY FINANCIAL DATA
19. State the amount of the operating profit and extraordinary items after adding, or deducting, extraordinary items and after deducting income tax. Slate losses in brackets.
20. This item must be completed by all companies except exempt proprietary companies which have appointed an auditor and unlimited exempt proprietary companies.
21. Where the company acts as a trustee, state separately the liabilities incurred by the company as a trustee and the amount by which the company has the right to be indemnified out of trust assets in respect of those liabilities.
DOCUMENTS TO ACCOMPANY THE ANNUAL RETURN ACCOUNTS
22. In the case of public companies that are required to lodge an annual return, exempt proprietary companies that were not exempt for the whole of the financial year and non-exempt proprietary companies, annex a copy, certified in the manner set out below, of all accounts and group accounts (if any) required to be laid before the company at the annual general meeting, together with a copy of every document required by section 275 to be laid before the annual general meeting.
ANNEXURES
23. Where there is insufficient space in the return for any particulars, they may be set out in an annexure. Requirements relating to annexures are set out in regulation 8 of the Companies Regulations.
CERTIFICATION
24. Endorse the following certification on copies of all documents required to be laid before the annual general meeting and which are attached to the annual return:
“I certify that this is a true copy of all accounts and group accounts (if any) required to be laid before the company at the annual general meeting, together with a copy of every other document a copy of which is required by section 275 to be laid before the annual general meeting.
Dated this day of 19
Signature of *Director *Principal Executive Officer *Secretary
*Name of signatory in block letters:”.
AMENDMENTS OF ACCOUNTS OR OTHER DOCUMENTS LODGED WITH THE COMMISSION
25. Where accounts or documents lodged with the Commission with the annual return are subsequently amended, particulars of the amendment are required to be lodged with the Commission on a Form 15.
DIRECTIONS NOT TO BE LODGED
26. These DIRECTIONS need not be lodged with the Commission.
1.
Notified in
2. Statutory Rules 1982 No. 120 as amended by 1982 No. 121; 1983 Nos. 214, 215 and 316; 1984 No. 246; 1985 No. 228; 1986 No. 33.
Printed by Authority by the Commonwealth Government Printer
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