Not-for-Profits, Who is my Regulator?

Where an organisation is registered with the Australian Charities and Not-For-Profits Commission (“ACNC”), a number of the reporting obligations under the Corporations Act 2001 (Cth) do not apply.

The most common reporting obligation companies would be aware of is the obligation to notify the Australian Securities and Investments Commission (“ASIC”) of changes to:

• registered offices/addresses for service;
• directors/secretaries; and
• constitutions (certain companies).

Currently, organisations registered with the ACNC have no obligation to advise ASIC of the above changes (they do however have an obligation to advise the ACNC).

We consider it to be best practice for organisations to advise ASIC of such changes, as, a failure to update such details with ASIC may delay compliance with subsequent reporting obligations, particularly, in relation to time sensitive matters around the end of the financial year. 

For example, where a company changes its name, there is still an obligation to advise ASIC of the change (as well as the ACNC).  For name change details to be registered with ASIC, a registered officeholder of the company must sign the relevant ASIC Form (Form 205).  Where the company details have not been kept up to date with ASIC, any such notification may result in a requisition until the signing officeholder has firstly been noted as a current officeholder on the ASIC company register.  Such notifications may be difficult where there has been some time since the ASIC records were updated and none of the current officeholders are recorded on the ASIC company register as officeholders.

Should you require further advice in relation to statutory record and reporting obligations, please contact Aman Bargri of our office.