ASIC Annual Review and Company Statement Compliance

CORPORATE COMPLIANCE🇦🇺 Australia

ASIC Annual Review and Company Statement Compliance

A practical guide to the annual review date, the company statement confirmation, the review fee, and the deadlines for updating officeholder and share structure details with ASIC.

  • Every Australian company has an annual review date, usually the anniversary of its registration, when ASIC issues a company statement and review fee invoice — no annual return needs to be lodged separately if the details are correct.
  • The current standard annual review fee is a fixed amount payable within two months of the review date; special purpose companies pay a reduced fee, and unpaid fees attract escalating late payment penalties.
  • Directors must confirm the company statement is accurate within 28 days, or notify ASIC of any changes to officeholders, registered office, principal place of business, or share structure.
  • Failing to pay the review fee or lodge required changes can lead to late fees, and ultimately ASIC can begin deregistering the company for non-payment or non-compliance.
Australia ASIC annual review and company statement compliance illustration

Scope & Objective

This guide is a companion to our general Australia Company Registration and ASIC Compliance guide, and focuses specifically on the recurring obligation every Australian company faces once it is registered: the annual review. Unlike some jurisdictions that require a fresh annual return to be lodged, Australia’s system is built around confirming what ASIC already has on record and paying a fixed fee — but missing either step still carries real financial and legal consequences.

The Annual Review Date and Company Statement

Every company registered with ASIC is assigned an annual review date, which is almost always the anniversary of the company’s registration (not the calendar year or financial year end). Around that date, ASIC issues a company statement listing the company’s current officeholders, registered office, principal place of business, and share structure, along with an invoice for the annual review fee. If everything on the statement is correct, no further action is needed beyond paying the fee — there is no separate annual return form to file.

The annual review fee is a fixed amount set by ASIC (higher for a proprietary company than for a special purpose company) and is due within two months of the review date. Missing the payment deadline triggers escalating late fees — a smaller penalty applies shortly after the deadline, rising to a larger penalty the longer the fee remains unpaid. If fees remain unpaid for an extended period, ASIC can begin the process of deregistering the company, which strips it of its legal status and can affect director eligibility for future company registrations.

The Annual Review Fee and What Happens If You Miss It

Directors are responsible for reviewing the company statement carefully rather than assuming it’s automatically correct — ASIC’s records only reflect what was last reported, so any change since the last review (a new director, a change of registered office, a share transfer) must be lodged before, or promptly after, confirming the statement.

Changes to officeholders (appointments, resignations, or changes to a director’s or secretary’s details) must generally be notified to ASIC within 28 days of the change taking effect, using the appropriate change form. The same 28-day-style discipline applies to changes in registered office address and principal place of business — treating these as routine, immediate filings (rather than batching them for the next annual review) avoids the company statement becoming inaccurate and avoids potential penalties for late notification.

Paying the annual ASIC review fee and confirming company details illustration

Keeping Officeholder and Share Details Current

Where this trips companies up most often is share structure changes — issuing new shares, transferring existing shares, or changing share classes all require notifying ASIC, typically within 28 days, via the relevant share structure change form. An annual review that surfaces an unreported share transfer from months earlier is a sign the company’s internal record-keeping and its ASIC filings have drifted apart.

Because the annual review date is fixed to each company’s original registration date and doesn’t move, it’s worth calendaring it well in advance — along with the 28-day windows for any officeholder or share changes — rather than relying on ASIC’s reminder notice arriving on time.

Updating director and officeholder details with ASIC within deadline illustration
💡 Key Concept

Confirming the company statement is not optional paperwork — it’s ASIC’s official record of who runs your company and how its shares are structured. An unconfirmed or inaccurate statement, left unresolved alongside an unpaid review fee, is the most common path to ASIC-initiated deregistration.

Common ASIC Annual Review Mistakes

  • Assuming the company statement is automatically correct without checking it against actual officeholder and share register records.
  • Missing the two-month review fee payment window and letting the late payment penalty escalate rather than paying as soon as the invoice arrives.
  • Batching officeholder or registered office changes to deal with at the next annual review, instead of lodging them within the required 28-day window.
  • Overlooking share structure changes — new issues, transfers, or class changes — as something ASIC needs to know about promptly.
  • Letting review fees go unpaid for an extended period without realizing this can lead to ASIC beginning deregistration proceedings against the company.

Staying on Top of Your ASIC Annual Review Obligations?

Whether you need help reviewing an upcoming company statement, catching up on overdue officeholder or share structure changes, or setting up a system so you never miss an ASIC deadline again, our team can help.

Get in touch to get started today.