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Change a company type

Companies must apply to ASIC to change their type. There are rules governing changes to company types.

Before you start

The nature and activity of your company may change over time. If the current company type no longer suits you and you want to change your company type, you need to understand what company type it can become. You can only change some company types, and only to some other types of company.

Proprietary company limited by shares

A proprietary company limited by shares may change to:

  • an unlimited proprietary company
  • an unlimited public company
  • a public company limited by shares.

A proprietary company limited by shares cannot change to:

  • a public no liability company
  • a company limited by guarantee.

No company can change their type to become a company limited by guarantee. A company limited by guarantee must be set up as one when it is first registered.

Unlimited proprietary company

An unlimited proprietary company may change to:

  • 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)
  • 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)
  • an unlimited public company.

An unlimited proprietary company cannot change to:

  • a public no liability company
  • a company limited by guarantee.

No company can change their type to become a company limited by guarantee. A company limited by guarantee must be set up as one when it is first registered.

Public company limited by shares

A public company limited by shares may change to:

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

A public company limited by shares cannot change to a company limited by guarantee.

No company can change their type to become a company limited by guarantee. A company limited by guarantee must be set up as one when it is first registered.

Company limited by guarantee

A company limited by guarantee may change to:

  • a public company limited by shares
  • an unlimited public company
  • a proprietary company limited by shares
  • an unlimited proprietary company.

A company limited by guarantee cannot change to a public no liability company.

Unlimited public company

An unlimited public company may change to:

  • 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)
  • 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)
  • an unlimited proprietary company.

An unlimited public company cannot change to:

  • a public no liability company
  • a company limited by guarantee.

No company can change their type to become a company limited by guarantee. A company limited by guarantee must be set up as one when it is first registered.

Public no liability company

A public no liability company may change to:

  • a public company limited by shares (but only if all the issued shares are fully paid up)
  • a proprietary company limited by shares (but only if all the issue shares are fully paid up).

A public no liability company cannot change to:

  • an unlimited proprietary company
  • an unlimited public company
  • a company limited by guarantee.

No company can change their type to become a company limited by guarantee. A company limited by guarantee must be set up as one when it is first registered.

Fees

There are fees for changing your company type. The current fee is {R06}.

Special purpose companies

Becoming a special purpose company is different to changing your company type. See more about special purpose companies.

Steps to changing a company type

Pass a resolution

The members must pass a special resolution.

Lodge forms

The company must lodge two forms to change a company type:

Mail these forms, along with any fees, to:

Australian Securities and Investments Commission
PO Box 4000
GIPPSLAND MAIL CENTRE VIC 3841

When the change occurs

By law, we must publish a notice in the Commonwealth of Australia ASIC Gazette that states that we intend to change the details of the company’s registration.

The change to the company type will occur one month after the notice is published in the Gazette.