Historical commencement and portal timetable
Issued on 12 January 2006, the direction announces commencement on Monday 30 January 2006 of the Companies (Amendment) Act 2005: removal of par value/authorised capital, capital maintenance reforms, treasury shares and amalgamation. All Bizfile services were unavailable from 27 January 20:00 to 28 January 08:00; affected forms and error-correction functions then remained unavailable until 29 January 23:59. New forms became available on 30 January 00:01. The table mistakenly calls 30 January Sunday, while its commencement text correctly says Monday; the date/time is the material historical schedule. Filers were advised to submit affected share transactions before 27 January.
Issued and paid-up capital migration
On 30 January, the Registrar adopted the aggregate nominal value of issued shares in ACRA’s immediately preceding record as share capital under section 62B(8), retaining the Bizfile label issued capital; paid-up capital still denoted amounts paid. Share premiums and capital-redemption reserves could be added through the new section 62B(7) notification within six months after 30 January or before confirming the Summary of Returns. There was no notification fee, but late penalties could apply after six months. Previously called and paid amounts not yet reported could also be included; notified amounts updated issued and paid-up records. This was a historical conversion process.
Pending names, incorporations and corrections
Names approved before 30 January remained usable with new incorporation forms. Incorporations submitted before 27 January and referred to other authorities continued processing; completion on/after 30 January used aggregate nominal issued value. Conversion applications and share-error notices/applications/court orders were requested by Friday 20 January to allow processing/payment. Later corrections were still possible, but new forms would not retrieve the old transaction: filers had to describe incorrect and correct information. Do not interpret the preferred January 20 submission as permanently barring later correction.
All affected form categories
References to authorised capital, premium or nominal value were removed where present from: new-name applications; private incorporation; public limited-by-shares incorporation; Summary of Returns; Main Return; capital alteration; share allotment; redeemable preference redemption; transfers/shareholder lists; ordinary-share/stock purchases; preference-share purchases; and conversions from unlimited to limited-by-shares or public to private. The alteration form lost other-than-increase wording, and preference purchase lost non-redeemable wording. Private-to-public conversion also removed its court-order reference following section 32(3)(c)(iii) repeal.
Summary and Main Return field changes
The Summary required agreed unpaid amounts for shares partly paid non-cash, populated treasury-share totals and additional calls since the last return, including premium amounts becoming capital. It no longer required discounted-share counts/unwritten discounts, repurchase totals or share commissions. The Main Return required the public accountant’s name where audited accounts were filed, dormancy and appropriate prior/current activities, and financial highlights. A parent with consolidated accounts supplied consolidated profit/loss and balance-sheet plus company balance-sheet information; other cases used individual accounts.
Purchase and shareholder-detail changes
Ordinary-share/stock purchase forms added treasury-share number and profit/capital used. The renamed preference form covered redeemable and non-redeemable purchases. Transfer/shareholder-list forms could update name, address, identification and nationality, except for shareholders also serving as directors, secretaries or managers: update the relevant officer form instead, which then updates shareholder details. These are distinct routes, not a universal shareholder-form edit facility.
All legacy retrieval exceptions
From 30 January the error-notice form would not retrieve pre 27 January incorporation, unlimited-to-limited or public-to-private conversion, or Summary returns. For Registrar leave to file error notices and court rectification, the six affected share transactions were capital alteration, allotment, redeemable preference redemption, transfers/lists, ordinary purchases and preference purchases. Describe wrong/right data; for error notices requiring data correction contact ACRA immediately, and for leave/court orders submit for normal Registrar approval. The source uses different pre 27 January and broader pre 30 January descriptions in different passages, which should not be collapsed into one unsupported cut-off.
Complete new and deleted forms, rules and fees
New forms covered section 62B(7) capital notification;76K treasury cancellation/disposal;78C public reduction resolution;78D creditor court application;78E(1)–(4) reductions for private/public companies with/without objections;78F cancellation court orders;78G reduction approval orders;78I extension;76(9A)(g)/76(9B)(f) financial assistance; and amalgamation. Deleted forms were commission/brokerage accounts, capital increase, court capital reduction and court reduction with subsequent restoration increase. Filing regulations addressed new forms and 78B/C publicity; fee amendments added amalgamation, special-resolution notices,78I extensions and other notifications without specifying amounts. Eighth Schedule changes concerned Main Return fields. New-transaction batch software was withheld due to low previous use, subject to later demand review; the direction also cited 2003Bizfile guidance and Ask ACRA support.
Official source
This article independently explains the substantive contents of the official PDF, including the relevant conditions, procedures and annexes. The linked document remains the authoritative source for its original wording, and later changes should be checked separately.
Read the official PDF ↗