How to Change a Private Company to a Publicly Listed Company
With the rapid growth of Venture’s business, the shareholders of my company believe that the company should raise public capital for further expanding company’s business through changing its company type to publicly listed company. At the same time, getting list also can attract more investors to enable company continuous and healthy development in the future. Therefore, in this report, I will concentrate on legal procedures and their relevant issues in relation to the modification of company type and public listing.
The process of changing the company type and getting listed 1. According to of Corporations Act 2001, the process to change from a proprietary to public company involves the following steps: 1) Passing a special resolution of changing company type. 2) Lodging an application with ASIC. 3) For our company, we need the following process: a) Holding a general meeting.
The members need to meet to discuss and minute the reasons for the proposed change, to formally resolve a change to public company type. They also need to decide whether a new Constitution is necessary. Ordinarily, it needs at least 75% of the votes cast by members entitled to vote on a special resolution must be in favour of the resolution for it to be passed. In addition, for a proprietary company with more than 1 member can pass a resolution by circulating a document and having all the members entitled to vote sign a statement on the document that they are in favour of the resolution. The resolution is passed when the last member signs (i.e. 100% of members entitled to vote agree). However, circulating resolution is not applicable to change constitution. b) Lodging an application with ASIC
Forms 205 & 206 are lodged with ASIC after the GM and accompanied with a copy of the special resolution that resolves to change the type of the company, specifies the new type and the company’s new name; and any other special resolution passed in connection with the change of
The process of changing the company type and getting listed 1. According to of Corporations Act 2001, the process to change from a proprietary to public company involves the following steps: 1) Passing a special resolution of changing company type. 2) Lodging an application with ASIC. 3) For our company, we need the following process: a) Holding a general meeting.
The members need to meet to discuss and minute the reasons for the proposed change, to formally resolve a change to public company type. They also need to decide whether a new Constitution is necessary. Ordinarily, it needs at least 75% of the votes cast by members entitled to vote on a special resolution must be in favour of the resolution for it to be passed. In addition, for a proprietary company with more than 1 member can pass a resolution by circulating a document and having all the members entitled to vote sign a statement on the document that they are in favour of the resolution. The resolution is passed when the last member signs (i.e. 100% of members entitled to vote agree). However, circulating resolution is not applicable to change constitution. b) Lodging an application with ASIC
Forms 205 & 206 are lodged with ASIC after the GM and accompanied with a copy of the special resolution that resolves to change the type of the company, specifies the new type and the company’s new name; and any other special resolution passed in connection with the change of
Bibliography: Corporations Legislation 2010 Thomson Reuters Sydney 2010 Non-executive directors’ remuneration and board governance survey 2006, Sydney: Pro: NED, 2006 [ 11 ]. ASX Corporate Governance Council ASX Corporate Governance Principles and recommendations 2nd edition (2008) 4.1 [ 12 ] [ 13 ]. ASX Corporate Governance Council ASX Corporate Governance Principles and recommendations 2nd edition (2008) 5 [ 14 ] [ 17 ]. ASX Corporate Governance Council ASX Corporate Governance Principles and recommendations 2nd edition (2008) 8.1 [ 18 ] [ 27 ]. ASX Corporate Governance Council ASX Corporate Governance Principles and recommendations 2nd edition (2008)2.5&2.6