Can an entity change their company type?

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The short answer is yes! Businesses may choose to change their company type as they grow, shift their purpose, or amend their governance needs.

In order to change to a different type of company, you must pass a special resolution resolving to change the company type and comply with sections 163 and 164 of the Corporations Act 2001 (Cth) (“Corporations Act”).

Some company types have restrictions on what they can transition to. Below are some examples of available company types that companies can change to under the Corporations Act.

Types of company changes available:

Proprietary Company limited by shares

A proprietary company limited by shares may only convert to:

  • an unlimited proprietary company;
  • an unlimited public company; or
  • a public company limited by shares

Unlimited Proprietary Company

An unlimited proprietary company may convert to:

  • an unlimited public company;
  • a proprietary company limited by shares (but only if, within the last 3 years, it was not a limited company that became an unlimited company); or
  • a public company limited by shares (but only if, within the last 3 years, it was not a limited company that became an unlimited company)

Public Company limited by Shares

A public company limited by shares may convert to:

  • an unlimited public company;
  • an unlimited proprietary company;
  • a proprietary company limited by shares; or
  • a no liability company

This process is regulated by the Australian Securities and Investments Commission (“ASIC”) and currently costs $98. To complete this process you must lodge 2 forms with ASIC; Form 205 – Notification of Resolution, and Form 206 – Application for change of company type.

If you have any questions about changing your company type, please contact us.

Further reading:

Change a company type

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