Checklist to Form a Company

The procedure of company formation involves the following 4 steps:

  1. Obtain a name for your company.
  2. Decide whether to set up your own constitution or use the default one in the Act.
  3. Obtain the consent of the members, directors and secretary.
  4. Apply to register your proposed company.

Step 1: Obtain a name for your company
The first thing you have to do is make application to secure the name you wish to use. This application allows you to reserve the company’s name until your documentation is ready to be filed. Once the name is reserved, the Registrar will issue a Notice of Reservation and you will have 20 working days from the date of issue to complete the registration process, otherwise the registration will lapse.

Step 2: Constitution
Choose whether to use the default Constitution or draft your own. It is a good idea to draft your own Constitution to cover specific rules that apply to your company, especially when other people are involved.

Step 3: Obtain consents of members, directors and secretary.
You will need to get written consent from each person who agrees to become a shareholder in the company, a director in the company and a secretary in the company. You cannot bring on members, directors or secretaries without their written authorisation and acceptance.

Step 4: Apply to register your proposed company.
Once you have obtained your company name and received the various acceptances of the people who will be involved, you can then apply to the Companies Office for registration or incorporation.

There is a standard application form to be completed and sent to the office with the following documents:

  • Written consents from every director consenting to be a director and confirming that they are not disqualified from acting.
  • Written consents from every shareholder accepting the number of specified shares.
  • A written consent from the person who is prepared to act as secretary, if the company decides to appoint one.
  • The notice from the Companies Office confirming the reservation of the name that has initially been approved.
  • A copy of the company’s constitution, if you have one. This has to be properly certified by the applicant.
  • The prescribed fees for this process.

All this documentation must then be lodged with the Companies Office and they will proceed to effect registration.

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