Companies

Using an appropriate business structure is one of the keys to success. There are different structures that can be used depending on the type of business.

These include:

• Company Structures
• Partnership Structures
• Trusts Structure––including Hybrid Trusts
• Sole Trader.

New Companies

Name of Company

Before you register a Company name, JATA Consultants can search for both the availability and suitability of the name you have chosen.

If a name is unique, the Australian Securities and Investments Commission (ASIC) will register that name and take no responsibility for the use of that name in the marketplace.

However, if the name is too similar to another registered business name, association or company, the registration of that name may cause severe difficulties. Our searches are conducted at no additional expense to you.

Constitutions

All proprietary companies produced by us will be supplied with five copies of a Constitution. This important document contains the rules and procedures by which a company is run and is the most fundamental aspect of a company.

The Constitutions that we offer have been drafted by one of the largest and most prestigious legal firms in Australia. The Constitutions are updated when any change to the Corporations Law occurs (including the Corporations Law Review Act 1998 which came into effect on 1st July, 1998, CLERP which became effective on 13th March, 2000 and a further change which became effective on 15th July, 2001).

Our Constitutions have been drafted to provide maximum flexibility and user-friendliness to those associated with a company: its directors, shareholders and advisors.

If you have any special requirements for your Constitution, please make us aware of your needs.

Classes of Shares

Nine classes of shares are provided for all standard companies. This anticipates and prepares the company for various changes to the composition of shareholders and other changes which may arise over the life of the company. It avoids the need for––and expense of––creating the most commonly needed classes of shares in future years. The classes are:

• Ordinary shares with all normal dividend and voting entitlements. This is the class of share most commonly used in all types of companies
• A–F class shares. These all have the same right, which is the right to receive a dividend at a rate different to that paid on the ordinary shares. These shares allow for dividend streaming. Although the holders of the same class of share must receive the dividends paid at the same rate, a different rate can be paid to the holders of different classes. For example, if there is a holder of A, B and C class shares, the holder or holders of A class shares may receive a dividend of 10 cents per share; those holding B class shares may receive no dividend; and those holding C class shares may receive a dividend of 50 cents per share. Those rates can be altered for each dividend payment. These shares do not confer any entitlement to vote
• G and H class redeemable preference shares. These generally do not confer an entitlement to vote, but do confer an entitlement to receive dividends in priority to all other shareholders. These shares can be redeemed at the Company’s option. No classes (other than the ordinary shares) are entitled to share in the surplus assets in a winding up of the Company.

Minimum Numbers

All standard proprietary companies are formed on the basis of operating with a minimum of one director and one shareholder––who may be the same person. A proprietary company is limited to a maximum of 50 members.

Shareholders

Any legal entity may hold shares in a company. This includes any person, company, incorporated association or partnership which is a resident anywhere in the world.
A child (under the age of 18 years) can only hold shares through a trustee or guardian.
A trust or superannuation fund can only hold shares through its trustee.

Directors

A director must be a person who is over the age of 18 years. At least one Director of a proprietary company must ordinarily reside in Australia.