Application for Registration as an Australian Company
Content brief for the completion of ASIC Form 201 (Application for registration as an Australian company) to incorporate Life Without Debt Ltd as a public company limited by guarantee. This is the first filing in the registration sequence (ASIC → ACNC → DGR → ACL).
Form 201 is lodged electronically via a registered ASIC agent (e.g. an accountant or company-formation service) or directly through ASIC Connect. This document supplies every field value the applicant needs. Once the form is lodged and the company is registered, ASIC issues the Australian Company Number (ACN) — usually within minutes. The ACN is then used to apply for the ABN (via the ABR), and the ABN is used to apply for ACNC charity registration.
1. Type of company
| Field | Value |
|---|---|
| Type | Public |
| Class | Limited by guarantee |
| Subclass | Non-profit / Charitable purposes (once ACNC endorsement obtained, ULSN — "unlimited with share capital" — is not applicable to a CLG; the ULSN option is for pty ltd companies) |
2. Proposed company name
| Name | Life Without Debt Limited |
| Alternative names (if primary is unavailable) | [Alt 1] Life Without Debt Foundation Limited; [Alt 2] LWD Charity Limited; [Alt 3] Debt Free Living Limited — CARLA/LAURENCE TO CONFIRM |
| Word "Limited" omission (s.150) | Not initially applied for. A future s.150 election may be made after ACNC registration confirms charity status. See Constitution clause 23.4. |
3. Registered office
| Address | [REGISTERED OFFICE STREET ADDRESS — cannot be a PO Box] |
| Occupied by | [Own / Tenant / Occupied with consent — Consent to occupation required if not company premises] |
| Office hours | Standard business hours (min. 3 hours per business day between 9am and 5pm) |
The registered office must be a physical Australian street address (not a PO Box). If premises are not owned by the company, written consent to occupation from the owner is required before lodgement. Consider using the CoSai CFO Services office in Year 1 (with a formal Consent to Occupation) if a Life Without Debt Ltd office lease is not yet in place — noting this creates a further related-party consideration to be recorded in the Conflicts Register.
4. Principal place of business
| Address | [If different from registered office] |
5. Directors
Minimum 3 Directors for a public company (s.201A(2)). At least 1 must ordinarily reside in Australia. Each Director must have signed a Consent to Act as Director (see Consent to Act).
| # | Name | DOB | Place of birth | Residential address | Australian resident? |
|---|---|---|---|---|---|
| 1 | Laurence Hugo (Founding Director & Co-founder) | [DOB] | [POB] | [ADDRESS] | Yes |
| 2 | Lisa Hugo (Business Development Director & Co-founder) | [DOB] | [POB] | [ADDRESS] | Yes |
| 3 | [Independent Chair — Director 3 nominee] | [DOB] | [POB] | [ADDRESS] | Yes |
Optional additional Directors (recommended):
| 4 | [Independent Director 4] | Recommended: credit-industry or legal background | |||
| 5 | [Independent Director 5] | Recommended: medical / palliative-care / lived-experience background | |||
Note on advisors (not Directors): Carla Oliver CPA, CIMA, BA(Hons) Bus. serves as Board-Appointed CFO Advisor (CoSai CFO Services) — she attends Board meetings in an advisory capacity, does not vote, and is not to be listed as a Director on Form 201. Prof Deen Sanders OAM (Think.Know.Do.) serves as Board-Appointed Legal Advisor — likewise not a Director unless he separately consents to Director appointment, in which case he would occupy the Independent Chair slot at row 3 above.
6. Company Secretary
At least one Company Secretary is required for a public company (s.204A(2)) and must ordinarily reside in Australia. A Director may also serve as Secretary.
| Name | [Company Secretary — TO CONFIRM: recommended external experienced not-for-profit Company Secretary, or one of the initial Directors] |
| Residential address | [ADDRESS] |
| Consent to act | Executed prior to lodgement — see Consent to Act |
Note: Carla Oliver (CFO Advisor) is not proposed for the Company Secretary role — an independent not-for-profit Company Secretary is preferred, or one of the Directors may serve concurrently under s.204A(2).
7. Members (Members of a CLG at incorporation)
A CLG must have at least 1 Member at incorporation. Members are those who signed the application for registration; they subscribe to the guarantee.
| # | Name | Guarantee ($) |
|---|---|---|
| 1 | Laurence Hugo | $10 |
| 2 | Lisa Hugo | $10 |
| 3 | Carla Oliver | $10 |
| 4 | [Prof. Sanders / Independent Chair — TO CONFIRM] | $10 |
Note: A Member need not be a Director, and vice versa. However, Members hold the ultimate constitutional votes (election of Directors, Constitutional amendments, winding-up). The Board should approve the initial Member composition before lodgement.
8. Governing document (Constitution)
The Company will adopt the Constitution attached to this application. Under s.136(1)(a) of the Corporations Act, a company may adopt a Constitution on registration by having its Constitution agreed to in writing by every person named in the application as a Member.
- The Constitution is set out at constitution.html.
- All initial Members must sign the Constitution before Form 201 is lodged.
- The Replaceable Rules in the Corporations Act do not apply to the Company (see Constitution clause 2 Interpretation section).
9. Ultimate Holding Company
| Is the Company a subsidiary of another body corporate? | No |
| Ultimate holding company | Not applicable |
10. Share capital
Not applicable — the Company is limited by guarantee and has no share capital (Constitution clause 9.2).
11. Fee
The current ASIC lodgement fee for Form 201 (public company) is prescribed by regulation. As at the date of this brief, the applicable fee for a public company registration is [verify current fee at asic.gov.au — approximately $538 for a public company].
12. Documents to have ready before lodgement
- Signed Consent to Act as Director for each Director (s.201D).
- Signed Consent to Act as Company Secretary (s.204C).
- Signed application for Membership from each initial Member.
- Signed Constitution (each initial Member).
- Consent to Occupation of Registered Office (if premises not owned by Company).
- Identity information for each Director / Secretary (DOB, place of birth, residential address).
- Payment method for the ASIC fee.
13. Post-registration steps
- 13.1 On registration, ASIC issues the ACN. Order a company seal (optional but recommended).
- 13.2 Apply for an ABN via the Australian Business Register at abr.gov.au, indicating that the entity is a not-for-profit intending to be a charity.
- 13.3 Apply for GST registration if the Company's projected annual turnover meets the GST threshold ($150,000 for NFPs).
- 13.4 Open a bank account in the Company's name. Bank will require ACN, ABN, Constitution, First Directors' Resolutions (see First Directors' Resolutions), and identification of authorised signatories.
- 13.5 Hold the First Directors' Meeting to adopt policies, appoint officers, adopt banking arrangements — see First Directors' Resolutions.
- 13.6 Lodge the ACNC charity registration application (with PBI subtype) — see ACNC Application.
- 13.7 On confirmation of ACNC PBI subtype, lodge the DGR endorsement application with the ATO — see DGR Application.
- 13.8 (Year 2) Apply for the Company's own Australian Credit Licence — see ACL Application.