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Not-for-Profit Pty Ltd Company (NFP) is a type of special purpose company that is registered with ASIC as a company whose sole purpose is to pursue charitable purposes. A reduced rate on the annual fee payable to ASIC is applicable to this type of company as long as the constitution::

  • requires the company to pursue charitable purposes only and to apply its income to promoting those purposes;
  • prohibits the company from making distributions to its members and paying fees to its directors; and
  • requires its directors to approve all other payments the company makes to them.

On the winding up of a Not-For-Profit company, any assets that are left over after debts have been paid must not be distributed to the shareholders but instead be distributed to another entity with similar objectives, such as a charity.

The Patricia Holdings NFP constitution has been developed mainly to be used as the trustee of an Ancillary Fund – both private and public. If the company is to be registered with the Australian Charities and Not-for-profits Commission (ACNC), please consider setting up a Company Limited by Guarantee; details are provided here.

Patricia Holdings makes setting up a Not-for-profit Pty Ltd company simple. This company type can be ordered online or by completing a manual order form and returning it to us by email.

What’s included?

  • ASIC Certificate of Registration – showing Company Name, A.C.N. (Australian Company Number) and the date of company registration 
  • A complete and tailored suite of documents completing your company register, including:
    • Company Constitution
    • Members resolution on incorporation
    • Directors resolution on incorporation
    • Register of directors, secretaries & members
    • Officeholder consents
    • Members consents and applications
    • Letter to the ATO appointing a public officer
    • Allotment journal
    • Share Certificates
    • A helpful instruction letter

We also provide blank registers (including option & debenture holders) as well as meeting and consent templates to help you keep your register up to date.

If you order our full service courier delivered product you will receive your documents bound in a professional folder which includes indexed tabs separating the documents and 2 copies of your constitution (1 bound and 1 hole punched).

OnLine
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PDF email Delivery

Service Courier delivery

Prices included GST

How long does it take to register a Not for Profit Pty Ltd Company?

Normally, ASIC will issue the ACN and Certificate of Registration within a few minutes.

How long until I receive my documents?

We are able to deliver our full service couriered product to the Sydney metropolitan area within about 5 hours of receiving an order. Orders received before 12 midday are usually delivered the same day. Documents being sent to Brisbane and Melbourne will be sent by overnight courier or express post for next day delivery (order must be received by 2pm for delivery the next day) and within a couple of days to Perth and regional areas.

We aim to have PDF documents delivered to your nominated email address within 60 minutes of you placing your order, during business hours.

A Not-for-profit (NFP) Pty Ltd company is set up with the sole purpose of pursuing charitable purposes. This type of company is most often used to act as trustee of an Ancillary Fund. Ancillary funds are a specific type of trust regulated by the Australian Taxation Office (ATO), and the ATO has specific requirements for private ancillary funds and public ancillary funds. Both private and public ancillary funds have a specific DGR category.

Share Classes

A share is a unit of ownership providing the shareholder with equity in the company. Shareholders are entitled to a portion of the profits a company makes, paid out as dividends. An important step to setting up your company is the allocation of shares to shareholders. A company can issue different classes of shares. The rights and restrictions attached to shares in a class distinguish it from other classes. A company can use standard class titles such as ordinary, A class or B class shares etc. or choose their own title for each class of share. 

Constitution

Generally speaking, a company constitution is a document that specifies the rules governing the relationship between, and activities of, the company and its shareholders. Patricia Holdings’ constitutions are expertly drafted and regularly reviewed by a top tier law firm to maximise good governance and effectiveness. They comply with ASIC’s special purpose regulations ensuring the company will be eligible for the reduced ASIC annual review fee.

Consent Forms

Per Section 117 of the Corporations Act 2001 (Cth), a company is required to maintain written consents and agreements of its officeholders and members as part of its record keeping responsibilities. 

You can print off consent templates here. Please ensure these are completed prior to incorporating your company and keep them for filing your company register. You do not need to provide these to us.

  • Consent to act as Director
  • Consent to act as Member – Company Member
  • Consent to act as Member – Individual Member
  • Consent to act as Public Officer
  • Consent to act as Secretary

Questions or Further Information

If you have questions please visit our Help Centre. If you would prefer, our friendly business support team can be contacted during business hours via live chat, email or by phoning 02 9953 2399

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