Find current and historical information about Victorian and other Australian companies.
According to the Corporations Act 2001, a company is a legal entity which:
A company's name must indicate its legal status. That is, if it is a proprietary company, then the word ‘Proprietary' or the abbreviation ‘Pty' must be included in the name, and if the liability of the company is limited, the word ‘Limited' or the abbreviation ‘Ltd' must appear at the end of its name.
The following are the types of company forms most frequently encountered:
Proprietary Limited, or Pty Ltd: This is by far the most common type of company. It can have no more than 50 non-employee shareholders. It is limited by shares, meaning it is incorporated with a share capital made up of shares taken by each initial member on incorporation. Members are liable only to the extent of any unpaid amounts on their shares. That is, their personal assets are not at risk in the event of the company being wound up. It cannot make share offers to anyone other than existing shareholders or employees of the company or a subsidiary company.
There are large proprietary companies and small proprietary companies. A proprietary company is currently (after 1 July 2019) judged to be large if it satisfies at least two of the following criteria:
Large proprietary companies must prepare and lodge a financial report and a director's report for each financial year. The accounts must be audited unless ASIC grants relief.
(Source: Are you a large or small proprietary company (ASIC) )
Limited, or Ltd: This is a public company which may or may not be listed on the Australian Stock Exchange. In both cases there is some ownership by the public without the restrictions placed on proprietary companies in regard to share offers. Public companies are required to lodge their annual accounts with the ASIC.
No Liability, or NL: This is a form of public company created especially for the Australian mining industry. Shareholders with partly paid shares are not bound to pay calls for the unpaid capital, although non-payment of these calls means they forfeit the shares. This type of company may or may not be ASX listed.
Sole traders and partnerships: Businesses in which the legal entities are the people conducting the operations. They are personally liable for the debts incurred by their businesses (unlimited liability). Usually, these businesses are quite small. While they are not required to register with ASIC, they are required to have and display an Australian Business Number (ABN).
There exist a few other company forms. For example, there are proprietary companies that are unlimited, and there are companies that are incorporated by charter of the Queen rather than by registration. These are extremely rare.
