Two threshold questions
An officer may lodge a Notice of Error through the Bizfile+ system described in the direction. The error must be contained in a document filed or lodged with the Registrar, and it must be typographical or clerical. Examples of documents include annual returns, share allotment returns, charge registrations and share-transfer notices. The Registrar may rectify when satisfied; correct information at the original filing time cannot be replaced through this route merely because circumstances later change.
Rescinded treasury-share transfers and allotments
Company X later rescinded a treasury-share transfer and new allotment to a director because an agreed shareholding threshold had been exceeded. The Registrar would not rectify the original two filings: there was no error when those transactions were filed. A later rescission is not a clerical correction.
An omitted auditor’s report
Where an annual return was filed with audited financial statements but the auditor’s report was omitted, rectification may be allowed. The company may lodge a Notice of Error with the complete financial statements and signed auditor’s report, addressing the incomplete set originally filed.
An AGM date cannot cure a premature annual return
In the example, a return stated an AGM date of 30 September 2010 although the meeting occurred on 16 November 2011. The Registrar would not simply replace the date because the return should not have been filed before the AGM had occurred. The issue was the timing of the filing, not just a wrong date character.
Charge satisfaction supported by the chargee
A filing incorrectly described a total discharge as partial discharge. Rectification may be allowed where a letter from the chargee supports the error, including confirmation that the deed of subordination had been fully released. Supporting evidence must establish what was true at the filing time.
Disputed transfers and the court alternative
The Registrar would not cancel a share-transfer notice where ongoing court proceedings disputed proper execution and payment: the claimed errors were not clerical. Section 12B provides a separate court rectification route. The direction, issued on 22 August 2017, says its examples are neither exhaustive nor binding; they illustrate the Registrar’s approach rather than guarantee an outcome.
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 ↗