Company Law and Share Issuance

This assignment focuses on Australian company law regarding the issuance of shares, particularly utilizing ASIC Form 201. It delves into the specific procedures for issuing shares both for cash and through alternative arrangements like written contracts. The document highlights the necessary documentation, including Form 207Z Certification of compliance with stamp duty law, and provides guidance on lodging these forms with ASIC. Additionally, it outlines how to handle situations where additional information is required, such as using annexures and adhering to specific formatting guidelines.

Australian Securities &
Investments Commission
Application for registration as an
Australian company
Form 201
Corporations Act 2001 117
Use this form to apply to ASIC for registration of a company under the Corporations Act 2001.
Related Forms
208 - Notification of details of shares allotted other than for cash
207Z - Certification of compliance with stamp duty law
If there is insufficient space in any section of the form, you may photocopy the relevant page(s) and submit as part of this lodgement
Lodgement details
An image of this form will be available as
part of the public register.
Who should ASIC contact if there is a query about this form?
ASIC registered agent number (if applicable)
Firm/organisation
Cola Pty Ltd.
Contact name/position description ---Sam swizz/DIrector Telephone number (during business hours)
[phone]
Email address (optional)
Samswizz @hotmail.com
Postal address
1234, street 1,
Suburb/City State/Territory – Western Australia Postcode - 1234
1 State/territory of registration Western Australia
I apply for registration of the company under the Corporations Act 2001 and nominate the State or Territory in which
the company will be taken to be registered.
Give State or Territory
2 Details of the company
Does the company have a proposed company name?
Yes
If yes, the proposed company name is
Name reservation number (if any)
No
The company name on registration will be its Australian Company Number (ACN).
Tick the legal elements that apply
Pty. Ltd. Proprietary Limited No liability NL

ASIC Form 201 11 December 2012 Page 1 of 8

2 Continued ... Further details of the company
Is the proposed name identical to a registered business name(s)?
For business names registered before
28 May 2012 without an ABN.
Yes No
If yes, I declare that I hold, or am registering the company for the holder(s) of, the identical
business name(s), the registration details of which are listed below.
ABN
or
Previous business number Previous state/territory of registration
Type of company Class of company Special purpose (if applicable)
proprietary company
public company
limited by shares
unlimited with a share capital
limited by shares
limited by guarantee
unlimited with a share capital
no liability
home unit (HUNT)
superannuation trustee (PSTC)
charitable purposes only (PNPC)
superannuation trustee (ULSS)
charitable purposes only (ULSN)
Special purpose company
Refer to Guide for descriptions of
special purpose companies.
A public company that is:
• a superannuation trustee, or
• for charitable purposes
only, must have a constitution.
Registered office
You cannot use a PO Box address
If this is a special purpose company, tick the box below to make the declaration.
I declare that this company is a special purpose company as defined under Regulation 3 of the
Corporations (Review Fees) Regulations 2003.
Governance of a public company
The company will rely entirely on replaceable rules
The company has a constitution
A proposed public company which has adopted a “Constitution” must lodge a copy of the constitution
with this application.
If the proposed company is to be a public company limited by guarantee, state the amount of the guarantee that each
member agrees to in writing.
The amount of the member’s guarantee is $ (insert amount)
At the office of, C/- (if applicable)
1234
Office, unit, level
Street number and Street name
1
Suburb/City State/Territory Postcode
Western Australia 1234
ASIC Form 201 11 December 2012 Page 2 of 8

2 Continued ... Further details of the company
Office hours
For a public company
Does the company occupy the premises?
Yes
No
If no, name of occupier
Occupier’s consent (Select box to indicate the statement below is correct)
The occupier of the premises has consented in writing to the use of the specified address as the
address of the registered office of the company and has not withdrawn that consent.
a. Registered office of a public company is open to the public each business day from at least 10 am to 12 noon
and 2 pm to 4 pm.
b. Registered office of a public company is open to the public each business day for at least 3 hours
between 9 am and 5 pm.
If b, insert hours open from am/pm close to am/pm
Principal place of business If same as registered office, write “as above”.
Office, unit, level
1234
Street number and Street name
1
Suburb/City State/Territory Postcode
Western
Australia 1234
Country (if not Australia)
Australia
3 Appoint officeholder
A public company must have a minimum
of 3 directors (2 resident in Australia) and 1
secretary (resident in Australia).
A proprietary company must have
a minimum of 1 director (resident
in Australia). The office of secretary is
optional, but if appointed one must
reside in Australia.
Officeholder(s) appointment date shall
be effective from the beginning
of the day on which the
company becomes registered.
Office held
Director Secretary1
Family name Given names
David
Former name
Harley
Street number and Street name
1, vivid street
Suburb/City State/Territory Postcode
Western
Australia 1234
Country (if not Australia)
Australia
Date of birth
2 3
/
0 1
/
8 1
[D D] [M M] [Y Y]
Place of birth (town/city) (state/country)
Australia

ASIC Form 201 11 December 2012 Page 3 of 8

3 Continued ... Appoint another officeholder
A public company must have a
minimum of 3 directors (2 resident in
Australia) and 1 secretary (resident in
Australia).
A proprietary company must have a
minimum of 1 director (resident in
Australia). The office of secretary is
optional, but if appointed one must
reside in Australia.
Officeholder(s) appointment date shall
be effective from the beginning of the
day on which the company becomes
registered.
Office held
Director Secretary1
Family name Given names
Smith
Former name
Harley
Street number and Street name
81
Suburb/City State/Territory Postcode
Western
Australia 1234
Country (if not Australia)
Australia
Date of birth
0 7
/
1 0
/
8 0
[D D] [M M] [Y Y]
Place of birth (town/city) (state/country)
Australia
3 Continued ... Appoint another officeholder
A public company must have a
minimum of 3 directors (2 resident in
Australia) and 1 secretary (resident in
Australia).
A proprietary company must have a
minimum of 1 director (resident in
Australia). The office of secretary is
optional, but if appointed one must
reside in Australia.
Officeholder(s) appointment date shall
be effective from the beginning of the
day on which the company becomes
registered.
Office held
Director Secretary1
Family name Given names
Seema
Former name
Grey
Street number and Street name
24/42, street 3
Suburb/City State/Territory Postcode
Western
Australia 1234
Country (if not Australia)
Australia
Date of birth
2 4
/
0 2
/
7 5
[D D] [M M] [Y Y]
Place of birth (town/city) (state/country)
Australia
4 Identify ultimate holding company
Will the company have an ultimate holding company upon registration?
Yes
If yes, provide the following details of the ultimate holding company
Company name
ACN/ARBN/ABN Country of incorporation (if not Australia)
No

ASIC Form 201 11 December 2012 Page 4 of 8

5 Share structure table
Details of shares issued by the company. Please show all details of shares that the company has on issue at the time of this application.
Standard share codes
Refer to the table for the share
class codes for sections 5 and 6.
Share class code Full title Share class code Full title
A A PRF preference
B B ...etc CUMP cumulative preference
EMP employee’s NCP non-cumulative preference
FOU founder’s REDP redeemable preference
LG life governor’s NRP non-redeemable preference
MAN management CRP cumulative redeemable preference
ORD ordinary NCRP non-cumulative redeemable preference
RED redeemable PARP participative preference
SPE special
If you are using the standard share class codes you do not need to provide the full title for the shares, just the share class code.
If you are not using the standard share class code, enter a code of no more than 4 letters and then show the full title.
Share Full title if not standard Total number of Total amount Total amount
class code shares paid on these unpaid on these
shares shares
A 1000 aaaa xxxxx
B 1000 bbbb xxxxx
PRF 1000 cccc xxxxx
Are any of these shares issued other than for cash?
Yes No
If yes, will some or all of the shares be issued under If no, continue to Section 6 Details of members.
a written contract?
Yes
If yes: Proprietary companies
Lodge a Form 207Z certifying that all stamp duties have been paid.
Public companies
Lodge a Form 207Z and either a Form 208 or a copy of the contract.
No
If no: Proprietary companies
Continue to Section 6 Details of members.
Public companies
Lodge a Form 208.
ASIC Form 201 11 December 2012 Page 5 of 8

6 Details of members
Use this section to notify the name and address of each person who consents to become a member.
If shares are jointly owned, provide names and addresses of all joint-owners on a separate sheet (annexure), clearly indicating the share class and with whom
the shares are jointly owned.
Please complete a separate section below for each member, print additional copies of page 7 if more members are required.
Member details and shareholding Family name Given names
Indicate whether the member is an
individual or a company and provide the:
• name of the individual or company OR
• address of the individual or
company, and Company name
• shareholding.
ACN/ARBN/ ABN
Address of individual or company Office, unit, level, or PO Box number
Street number and Street name
Suburb/City State/Territory Postcode
Country (if not Australia)
Complete each column for each share class the above member has agreed, in writing, to take up.
Note: Beneficially held usually means that the owner of the shares is entitled to the direct benefit from the shares. For example, benefits could include the
entitlements to payments in relation to any dividends. Shares held by a person as trustee, nominee or on account of another person are non-beneficially held.
Share class Number of Amount agreed to Total $ paid on Amount unpaid Total $ unpaid on Fully paid Beneficially
code shares taken up pay per share these shares per share these shares (y/n) held (y/n)
ASIC Form 201 11 December 2012 Page 6 of 8

6 Continued ... Details of another member
Family name Given names
OR
Company name
ACN/ARBN/ ABN
Office, unit, level, or PO Box number
Street number and Street name
Suburb/City State/Territory Postcode
Country (if not Australia)
Share class Number of Amount agreed to Total $ paid on Amount unpaid Total $ unpaid on Fully paid Beneficially
code shares taken up pay per share these shares per share these shares (y/n) held (y/n)
6 Continued ... Details of another member
Family name Given names
OR
Company name
ACN/ARBN/ ABN
Office, unit, level, or PO Box number
Street number and Street name
Suburb/City State/Territory Postcode
Country (if not Australia)
Share class Number of Amount agreed to Total $ paid on Amount unpaid Total $ unpaid on Fully paid Beneficially
code shares taken up pay per share these shares per share these shares (y/n) held (y/n)
ASIC Form 201 11 December 2012 Page 7 of 8

Declaration by applicant
I/we apply for registration of a company on the basis of the information in this form and any attachments. I/we
have the necessary written consents and agreements referred to in the application concerning the member
and officeholders and I/we shall give the consents and agreements to the company after the company
becomes registered. The information provided in this application and in any annexures is true and correct at
the time of signing.
Signature of applicant
Payment has been attached
Provide family and given names OR
corporation name (include ACN/ARBN
if applicable)
If the applicant is an individual - 1 signature
required.
If the applicant is a corporation - a director
or secretary to sign.
If the agent for the applicant is a firm – a
member/partner of the firm to sign
Name of applicant
Smith Harley
Capacity of applicant
Individual
Corporation
Name of officeholder
Agent for individual or corporation
Name of agent
Signature of applicant
harley
Date signed
[1 5] / [ 9] / [1 7]
Lodgement Send completed and signed forms to:
Australian Securities and Investments Commission,
PO Box 4000, Gippsland Mail Centre VIC 3841
For more information
Web www.asic.gov.au
Need help? www.asic.gov.au/question
Telephone [phone]
ASIC Form 201 11 December 2012 Page 8 of 8

Australian Securities &
Investments Commission
Guide:
Application for registration as an
Australian company
This guide does not form part of the prescribed form. It is included by ASIC to assist you in completing and lodging the Form 201.
Use this form to apply to ASIC for registration of a company under the Corporations Act 2001 (Cth) (Corporations Act).
Related Forms
208 - Notification of details of shares allotted other than for cash
207Z - Certification of compliance with stamp duty law
Form 201
Corporations Act 2001 117
Signature This form must be signed by:
• the applicant; or
• a person who has consented to become a director or secretary or member of the company; or
• the agent for the applicant, being a person who has authority to sign the form on behalf of the applicant(s).
Lodgement period Nil – to be lodged when required.
Lodging fee A lodgement fee applies to this form.
For information on fees refer to www.asic.gov.au/forms.
Officeholder address Officeholders’ addresses must be their usual current residential address. An alternative address may only be used
where we approve an application under s205D of the Corporations Act.
Replaceable rules and The Corporations Act contains ‘replaceable rules’ which apply to all companies—except companies where the sole
constitutions member is also the sole director—and may be used to govern the internal running of the company. Companies may
displace some of the replaceable rules by a constitution and be governed by a combination of replaceable rules for
some things and their own constitution for others. Where the proposed company is to be governed by a combination of
replaceable rules and a constitution, please tick the box that says ‘The company has a constitution’.
A company with more than one member/director may adopt a constitution provided all persons who have agreed to
become a member of the company agree to the terms and conditions.
If a written constitution governs the company, a copy of the constitution must also be lodged. A public company that is:
• a superannuation trustee, or
• for charitable purposes only,
must have a written constitution.
Company names A name is available unless it is identical to:
• a name that is currently reserved or registered under the Corporations Act for another body, or
• a name that is held or registered on the business names register in respect of another individual or body who is not
the person applying to have the name, or
• is unacceptable for registration under the Corporations Regulations 2001.
If it is proposed to register a name which is identical to a registered business name(s), we must be satisfied that the
proposed company is entitled to the use of the name under s147. Therefore either the owner, or someone registering
the company for the owner of the business name, must be the applicant for registration and the questions regarding the
business name(s) shown on the Form 201 must be completed.
The information concerning identical business names on the Form 201 may instead be given in a statement attached
to the Form 201 (as an annexure) under the heading ‘Declaration Regarding Registered Business Name(s)’. Be sure
to provide the same information as is required on the Form 201. The statement must be dated and signed by the
applicant as being ‘true and correct’ as follows: ‘I declare that the information given in this statement is true and correct’.
ASIC Form 201 Guide 1 July 2014 Page 1 of 2

Special purpose companies The different types of special purpose companies that can be established on registration are:
Charitable purposes only
A company whose constitution requires it to pursue charitable purposes only and to apply its income in promoting
those purposes; and prohibits the company 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.
Home unit company
A proprietary company:
• that is the proprietor of land on which a building is erected and divided into separate residential areas and areas
for common usage
• whose members are entitled to exclusive occupation of one or more of those areas and use of the common areas,
and
• which operates solely to facilitate the rights of those members in relation to their exclusive occupation of those
residential areas and maintenance of the common areas.
Superannuation trustee company
A company that acts solely as the trustee of a regulated superannuation fund within the meaning of s19 of the
Superannuation Industry (Supervision) Act 1993 and whose constitution prohibits the distribution of its income
or property among its members.
Other types of companies A no–liability company (NL) must be a public company. The Corporations Act limits the activities of a NL company to
mining purposes only and obliges a NL company’s constitution to state, amongst other things, that its sole objects are
mining purposes only.
A company limited by guarantee (LMGT) must be a public company. In order for a LMGT company to qualify as a
‘special purpose company’ as defined by the Corporations (Review Fees) Regulations 2003, its constitution must
contain, amongst other things, provisions which limit its activities to charitable purposes only.
Shares issued other than
for cash or under a
written contract
For public companies
If shares will be issued for other than cash, then a Form 208 Notification of details of shares allotted other than for
cash, or a copy of the ‘contract’ must be lodged.
If the shares will be issued under written contract, then a Form 207Z Certification of compliance with stamp duty law
must also be lodged.
For proprietary companies
If shares will be issued under written contract or issued for other than cash, a Form 207Z Certification of compliance
with stamp duty law must be lodged.
How to provide additional
information
Photocopied Form 201 pages
If there is insufficient space in any section of the form, you may photocopy the relevant page(s) and submit as part
of this lodgement.
Annexures
If there is insufficient space in any section of the form, you may alternately submit annexures as part of this lodgement.
To make any annexure conform to the regulations, you must
1. use A4 size paper of white or light pastel colour with a margin of at least 10mm on all sides
2. show the company name and ACN or ARBN
3. number the pages consecutively
4. print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied
5. mark the annexure with an identifying letter or symbol eg a,b,c or 1,2,3 etc.
6. endorse the annexure with the words:
This annexure (mark) of (number) pages referred to in form (form number and title)
7. sign and date the annexure
The annexure must be signed by the same person(s) who signed the form.
Privacy The information provided to ASIC in this form may include personal information. Please refer to our privacy policy
(www.asic.gov.au/privacy) for more information about how we handle your personal information, your rights to
seek access to and correct personal information, and to complain about breaches of your privacy.
Lodgement Send completed and signed forms to:
Australian Securities and Investments Commission,
PO Box 4000, Gippsland Mail Centre VIC 3841
For more information
Web www.asic.gov.au
Need help? www.asic.gov.au/question
Telephone [phone]
ASIC Form 201 Guide 1 July 2014 Page 2 of 2