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Notice to ASIC of Share Issue

Other (inc. Computer Offences) – VIC

Welcome to the VIC Notice to ASIC of share issue article page. Everything you need to know about Notice to ASIC of share issue according to VIC law.

What the Law States according to VIC Law for Notice to ASIC of share issue

According to VIC Law for the charge of Notice to ASIC of share issue,

Corporations Act 2001 – SECT 254X
Notice to ASIC of share issue

(1) Within 28 days after issuing shares, a company must lodge with ASIC a notice in the prescribed form that sets out:

(a) the number of shares that were issued; and

(b) if the company has different classes of shares–the class to which each of those shares belongs; and

(c) the amount (if any) paid, or agreed to be considered as paid, on each of those shares; and

(d) the amount unpaid (if any) on each of those shares; and

(e) if the company is a public company and the shares were issued for non-cash consideration–the prescribed particulars about the issue of the shares, unless the shares were issued under a written contract and a copy of the contract is lodged with the notice.

Note 1: The company must lodge information when rights attached to the shares change, or when the shares are divided or converted into new classes (see section 246F).

Note 2: A proprietary company may also have to notify certain particulars under Part 2C.2.

(2) If the shares were issued for non-cash consideration under a contract, the company must also lodge with ASIC a certificate stating that all stamp duty payable on the contract under any applicable law relating to stamp duty has been paid. This certificate must be lodged with the subsection (1) notice or at a later time permitted by the regulations or by ASIC.

(2A) An offence based on subsection (1) or (2) is an offence of strict liability.

Note: For strict liability , see section 6.1 of the Criminal Code.

(3) The company does not have to lodge a subsection (1) notice about the issue of shares to a person on the registration of the company or on the company changing its type from a company limited by guarantee to a company limited by shares.

Note: Information about shares issued in these situations will come to ASIC under subsections 5H(2), 117(2), 163(3) and 601BC(2).

The Maximum Penalty – Notice to ASIC of share issue

According to VIC Law for the charge of Notice to ASIC of share issue, 5 penalty units.

What the Police must prove according to VIC Law for Notice to ASIC of share issue

1. Shares have been issued in the company.
2. 28 days have passed since the share issue.
3. A notice has not been lodged with ASIC, or has been lodged but does not contain all the required information.
4. In the case of shares issued for a non-cash consideration, a certificate as to stamp duty having been paid has not been lodged with ASIC.

Possible Defences under VIC Law – Notice to ASIC of share issue

1. The share issue relates to registration of the company or to a change from a company limited by guarantee to one limited by shares
2. Factual dispute
3. Honest and reasonable mistake

In VIC which court will hear the matter – Notice to ASIC of share issue

Magistrates’ Court

 

Date: 09/01/2009

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