An ASIC annual review checklist helps Australian companies confirm three core obligations after receiving an annual statement: pay the annual review fee, check and update company details, and pass a solvency resolution unless an applicable financial report has been lodged with ASIC in the past 12 months.
An ASIC annual review checklist helps Australian companies confirm three core obligations after receiving an annual statement: pay the annual review fee, check and update company details, and pass a solvency resolution unless an applicable financial report has been lodged with ASIC in the past 12 months.
For a single company, that may be manageable from a calendar reminder. For a group managing multiple subsidiaries, SPVs, trustee companies or dormant entities, the annual review becomes a recurring governance control point. It is the moment to check whether ASIC records, internal registers, board records, payment evidence and director approvals still line up.
This checklist is written for CFOs, General Counsel, internal Company Secretaries and governance teams that need a repeatable process across a multi-entity group.
This article is general information only, not legal advice.
ASIC sends registered companies an annual statement, usually soon after the anniversary of the company's registration. The statement includes an invoice for the annual review fee and the company details ASIC has on record.
ASIC says companies must then do three things:
Source: ASIC company annual review.
For governance teams, the annual review should not be treated as a fee-payment task. It is a structured check of whether the public record, internal records and director evidence remain current.
Annual review work becomes harder when responsibility is fragmented.
A common multi-entity setup looks like this:
No single step is especially complicated. The risk comes from gaps between steps.
The fee may be paid, but the company details may not have been checked. A solvency resolution may be passed, but saved outside the entity file. A director address change may appear in HR records but not in ASIC records. A dormant SPV may still attract annual obligations because nobody owns the decision to deregister it.
The checklist below turns the annual review from an isolated compliance task into a repeatable governance workflow.
Use this process for each entity, then roll the outputs into a group-level exception report.
Before checking annual reviews, confirm the group actually knows which entities are in scope.
For each entity, record:
This step matters because annual review failures often start with entity inventory problems. If the group does not maintain a complete entity list, review dates can be missed or assigned to the wrong owner.
Pay special attention to inactive project companies, trustee companies and legacy SPVs. They may still be registered and subject to ongoing obligations.
ASIC says annual statements are sent to one address only, using an order of priority that includes the registered agent address, online account, nominated mailing address or registered office.
For each entity, confirm:
If the annual statement has not been received within the expected period, check ASIC's guidance. Do not let annual review visibility depend on one inbox or adviser.
ASIC states the annual review fee must be paid by the due date on the annual statement, which is usually two months after the annual review date.
For each entity, capture:
For a CFO, this is not just accounts payable. The payment record should be tied back to the entity, annual statement and review year.
The group-level control is one view of all annual review invoices, payment status and evidence.
ASIC says the annual statement lists details including addresses, share structure, officeholders and members. ASIC also says companies should not wait for the annual review to update details when changes occur. Company details generally need to be updated within 28 days of the change.
Source: ASIC Form 484 guidance.
For each entity, check the ASIC annual statement against internal records for:
This is where many groups find governance drift. The board decision may have happened, but the ASIC record was not updated. The ASIC record may be current, but the internal register was not updated. The annual review is the right time to detect and resolve those differences.
If company details are incorrect, determine what needs to be lodged, who approves it and what evidence supports the change.
Common updates include:
For each required update, capture:
ASIC's Form 484 page says the lodging period for relevant changes is within 28 days after the date of change. The annual review should catch missed changes, but it should not be the normal process for discovering them.
ASIC says directors must pass a solvency resolution within two months of the annual review date unless the company has lodged a financial report with ASIC in the past 12 months. ASIC also says the directors' opinion should be based on good evidence.
For each entity, confirm:
If directors pass a positive solvency resolution, ASIC says the company must keep a record of it but does not need to notify ASIC. If a negative solvency resolution is passed, or if a solvency resolution is not passed within two months of the annual review date, ASIC says the company must notify ASIC within seven days.
This is a key governance evidence point. A tick in a spreadsheet is not the same as a director resolution supported by appropriate evidence and retained with the company records.
Annual review completion should leave the internal record cleaner than it was before.
After paying the fee, checking details and handling solvency, update or verify:
ASIC's company officeholder guidance notes that secretaries play a role in lodging notices and reports, taking minutes and keeping accurate records. ASIC also states company officeholders are legally responsible for making sure the company complies with the law.
Source: ASIC company officeholders.
The practical control is to connect the annual review event to the records it affects. Do not leave the evidence scattered across email, the ASIC portal and an accounts payable folder.
For multi-entity groups, the most useful output is not a folder of completed annual reviews. It is an exception report that tells management what needs attention.
Your annual review exception report should show:
This is the difference between administration and governance control. The board or executive team does not need every operational detail, but it does need visibility over unresolved risk.
Treating payment as completion. Paying the ASIC invoice is only one part of the process. Details still need to be checked and solvency still needs to be addressed.
Checking ASIC records without reconciling internal records. The ASIC record and the internal register can diverge. Both need review.
Saving solvency resolutions outside the entity file. If the evidence cannot be found during audit, due diligence or handover, the process is weaker than it looks.
Waiting for annual review to lodge known changes. ASIC guidance is clear that changes should be updated when they occur, not held until the annual review.
No exception report. A group can complete many tasks and still leave management blind to overdue items and missing evidence.
No dormant entity review. Annual review season often reveals entities that still attract cost and obligations even though the business no longer needs them.
A strong annual review process gives the team a clear answer to these questions:
If those answers require searching emails, adviser portals and spreadsheets, the group does not yet have a reliable governance system of record.
EntityFlo is an Australian governance and entity management platform for teams managing multi-entity groups.
For annual review control, EntityFlo helps bring entity records, obligations, registers, ownership information, documents and evidence into one operating environment. The goal is to give CFOs, General Counsel, Company Secretaries and governance teams a clearer view of what is due, who owns it, what has changed and where the supporting evidence sits.
The annual review is not just an ASIC deadline. It is a recurring test of whether your governance records are current, connected and audit-ready.
An ASIC annual review is the yearly process where ASIC sends a company an annual statement and invoice. The company must pay the annual review fee, check its company details and pass a solvency resolution unless an applicable financial report has been lodged with ASIC in the previous 12 months.
An ASIC annual review checklist should include the annual statement, invoice, fee payment, company detail review, required changes, solvency resolution, supporting evidence, internal register updates and exception reporting for unresolved issues.
ASIC says the annual review fee must be paid by the due date on the annual statement, which is usually two months after the annual review date. Always check the date shown on the statement for the specific company.
ASIC says directors must pass a solvency resolution within two months of the annual review date unless the company has lodged a financial report with ASIC in the past 12 months. The company must keep a record of the resolution.
ASIC says a company must notify ASIC within seven days if directors pass a negative solvency resolution or if a solvency resolution is not passed within two months of the annual review date.
No. ASIC says companies should not wait for annual review to update company details when changes occur. Relevant changes generally need to be updated within 28 days of the change.
Multi-entity groups often have staggered review dates, multiple owners, external advisers, dormant entities, SPVs and separate internal registers. Without a central process, fee payment, company detail checks, solvency evidence and lodgement records can become disconnected.
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