Companies (Fees) Regulations (Amendment)

Legislation au C2004L00266 Regulations Not in force Legislative Instrument

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EXPLANATORY STATEMENT

Statutory Rules 1989 No. 106

Issued by the Authority of the Attorney-General

Companies (Fees) Regulations (Amendment)

Subsection 5(1) of the Companies (Fees) Act 1981 (the Act) provides that the Governor-General may make regulations, not inconsistent with the Act, prescribing fees, not in any case exceeding $1,000, for the purposes of subsection 4(1) of the Act. Subsection 5(2) of the Act provides that the power of the Governor-General to make regulations shall be exercised only in accordance with advice that is consistent with resolutions of the Ministerial Council for Companies and Securities (the Council).

2. The Council was established under an agreement between the Commonwealth and the States, executed on 22 December 1978 (the agreement), that provides the framework for a co-operative Commonwealth-State scheme for a uniform system of law and administration in relation to company law and the regulation of the securities and futures industries in the six States, the Australian Capital Territory and the Northern Territory of Australia.

3. Under subclause 45(1) of the agreement, the Council may consider a proposal for the amendment of regulations made under the Commonwealth Acts enacted for the purpose of the


co-operative companies and securities scheme. Should the Council approve any draft amending regulation which gives effect to such a proposal, the Commonwealth is then required, under subclause 45(2) of the agreement, to submit the draft regulations to the Federal Executive Council for making by the Governor-General.

4. The accompanying regulations are in accordance with a resolution made by the Council.

5. The purpose of the regulations is to amend the Companies (Fees) Regulations (the Regulations) by substituting a new Schedule of fees for the Schedule of fees that came into operation on 1 July 1987.

6. Details of the accompanying regulations are as follows.

Regulation 1: Commencement

7. This regulation prescribes 1 July 1988 as the date on which the Regulations will come into operation.

Regulation 2: Schedule

8. This regulation inserts in the Regulations a new Schedule of fees that are payable for the purposes of subsection 4(1) of the Act. Subsection 4(1) provides that there shall be paid to the Commonwealth in respect of-

(a) the lodgment of documents with the National Companies and Securities Commission (the Commission) under the Companies Act 1981:

(b) the registration of documents under that Act or the inspection or search of registers kept by, or documents in the custody of, the Commission under that Act;


(c) the production by the Commission, pursuant to a subpoena, of any register kept by, or document in the custody of, the Commission under that Act;

(d) the issuing of documents or copies of documents, the granting of licences, consents or approvals or the doing of other acts or things by the Ministerial Council or the Commission under that Act;

(e) the making of inquiries of, or applications to, the Ministerial Council or the Commission in relation to matters arising under that Act; and

(f) the submission to the Commission of documents for examination by the Commission,

such fees (if any) as are prescribed.

9. The new Schedule provides for the following levels of fees:

Old Fees

 

New Fees

$

 

$

1

 

1

5

 

5

6

 

6

7

 

8

8

 

9

9

 

10

10

 

11

11

 

12

13

 

15

14

 

15

20

 

24

22

 

24

30

 

32


 

Old Fees

 

New Fees

 

$

 

$

 

36

 

39

 

43

 

46

 

50

 

55

 

60

 

65

 

70

 

75

 

90

 

95

 

110

 

120

 

115

 

125

 

150

 

160

 

170

 

180

 

210

 

225

 

300

 

320

 

360

 

390

 

430

 

460

 

720

 

770

 

1,000

 

1,000

 

10. To obtain the new level of fees, the old fees were increased by 7.1% (being the increase in the Consumer Price Index between the December quarter of 1986 - on which the old fees were based - and the December quarter of 1987) and rounded as follows:

• below $50 - to the nearest dollar;

• between $50 and $200 - to the nearest $5; and

• over $200 - to the nearest $10.

11. The following fees were not determined in accordance with the formula set out above:

• The fees of $20 and $13 for the lodgment of an annual return of a company holding a licence under section 66 of the Companies Act 1981 (i.e.


charitable and social organisations) and some other companies which, although not having a section 66 licence, are otherwise similar to such companies have been increased to $24 and $15 respectively. These fees were not increased during 1987 (when most other fees were increased by 9.8%) and this increase brings them to the level they would have been at with increases of 9.8% in 1987 and 7.1% in 1988.

The fees of $1,000 payable on the submission of a proposed prospectus or a proposed statement under section 170 of the Companies Act 1981 (i.e. offering prescribed interests - such as units in a fixed trust - to the public) have not been increased because the Act imposes an upper limit of $1,000 on the level of fees that may be prescribed.

Overview

The Companies (Fees) Regulations (Amendment) 1988 was enacted to address the need for periodic adjustments to fees charged for various administrative functions related to company law in Australia. The Act amends the Companies (Fees) Regulations 1981, which prescribe fees for lodgment, registration, inspection, and other services provided by the National Companies and Securities Commission under the Companies Act 1981. The problem the regulations address is the need to keep fees in line with inflation and administrative costs, ensuring the sustainability and efficiency of the regulatory framework. The amendments were made in accordance with the resolutions of the Ministerial Council for Companies and Securities, reflecting a collaborative approach between the Commonwealth and the States. The policy objective is to provide for a fair and effective regulatory environment that supports the administration of company law and securities regulation.

Scope and Application

The Companies (Fees) Regulations (Amendment) Statutory Rules 1989 No. 106, issued under the authority of the Attorney-General, amends the Companies (Fees) Regulations by updating the fees payable for various services related to the administration of the Companies Act 1981. These regulations apply across the Commonwealth of Australia, as they are made under the authority of the Companies (Fees) Act 1981 and are subject to resolutions of the Ministerial Council for Companies and Securities. The Council, established by an agreement between the Commonwealth and the states, ensures a uniform system of company law and administration throughout the states and territories. The amended fees, which take effect from 1 July 1988, reflect an increase of 7.1%, consistent with the rise in the Consumer Price Index between the December quarters of 1986 and 1987. Specific fees, such as those for the lodgment of annual returns by certain charitable and social organisations, and fees for the submission of a proposed prospectus or statement, were adjusted differently to ensure they align with the intended regulatory framework. The regulations adhere strictly to the authority granted by the Companies (Fees) Act 1981, which mandates that fees do not exceed $1,000, and follow the procedural requirements set out in the agreement between the Commonwealth and the states.

Key Provisions

The primary operative sections of the Companies (Fees) Regulations (Amendment) (C2004L00266) include Regulation 1, which sets the commencement date of the regulations as 1 July 1988, and Regulation 2, which introduces a new Schedule of fees for various activities related to company law under the Companies (Fees) Act 1981 (section 4(1)). This new Schedule outlines specific fees for services such as the lodgment of documents, registration, inspections, and issuance of documents by the National Companies and Securities Commission (section 4(1)(a)-(f)). The amendments imposed by the regulations require entities to pay updated fees for various services rendered by the Commission, such as lodgment of annual returns, registration of documents, and inspections, as outlined in the new Schedule (section 8). The fees have been adjusted to reflect changes in the Consumer Price Index, with increases rounded according to specified criteria (section 10). Certain fees, such as those for the lodgment of annual returns by specific types of companies and fees for submitting a proposed prospectus, were adjusted separately to ensure consistency with previous adjustments (section 11). Non-compliance with the new fee structure could result in civil consequences, as entities might face demands for the correct fees or penalties for underpayment. Additionally, any failure to adhere to the updated fee schedule could potentially lead to administrative issues or delays in processing company-related documents. Although the regulations do not explicitly outline specific penalties, breaches of compliance could invite scrutiny and corrective actions by the Commission. Under the Companies (Fees) Act 1981, there are no specific offences or penalties mentioned within the Explanatory Statement for non-payment or underpayment of the prescribed fees. However, failure to comply with the updated fee requirements might result in administrative penalties or procedural delays. It is important to note that while the regulations do not specify maximum penalties, non-compliance might lead to enforcement actions by the relevant authorities.

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Corporate Law & Governance
Instrument
Regulation
Concepts
Definitions & Interpretation
Fees
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Sourced from the Federal Register of Legislation at 26 August 2026. For the latest information on Australian Government law please go to https://www.legislation.gov.au.