Flowchart 3: Liquidator in a court-ordered winding up

This flowchart and the explanatory text should be read with Information Sheet 29 External administration, controller appointments and schemes of arrangement: Most commonly lodged forms (INFO 29).

Unless otherwise permitted by the Corporations Act, a person must not act as a court liquidator unless they are a registered liquidator: section 532(1) and (8).

Flowchart 3: Liquidator in a court-ordered winding up

Info 29 Flowchart 3 Published March 2020

* ASIC PNW = ASIC published notices website.

Explanation of Flowchart 3: Liquidator in a court-ordered winding up[1]

Step

Form

Notes

1

Form 519
Notification of court action relating to winding up (notice of filing of application)

Legislation: section 470(1)(a) and 465A(1)(a). Form 519 is an ASIC-approved form.

Requirement: Lodgement is mandatory.

Tick-a-box choices (An application has been made): Select ‘An application for the winding up of the company (other than under s459P, 462 or 464) was filed’ or ‘An application has been made to wind up the company under s459P, 462 or 464’.

Lodgement: The applicant must lodge no later than 10.30 am on the next business day after the application is filed.

and

ASIC published notices website[3]
Notice of application for winding up order

Legislation: section 465A(1)(c).

Requirement: Publication is mandatory.

Publication: The applicant must publish notice of the application on the ASIC published notices website.

Note: While no publication time is prescribed, we expect the applicant to publish this information as soon as practicable.

2
(contingent)

Winding up withdrawn or dismissed

Form 519
Notification of court action relating to winding up (notice of withdrawal or dismissal of application)

Legislation: section 470(1)(c). Form 519 is an ASIC-approved form.

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if application is withdrawn or dismissed).

Tick-a-box choices (An application has been withdrawn or dismissed): Select ‘An application for the winding up of the company was withdrawn’, ‘An application for the winding up of the company was dismissed’ or ‘An application for the winding up of the company was dismissed and an appeal is pending’.

Lodgement: The applicant must lodge within 2 business days after the application has been withdrawn or dismissed.

3

Form 519
Notification of court action relating to winding up (notice of making of order to wind up a company)

Legislation: section 470(1)(b) and 465A(1)(a). Form 519 is an ASIC-approved form.

Requirement: Lodgement is mandatory.

Tick-a-box choice (A court order has been made): An order was made and a liquidator appointed.

Lodgement: The applicant must lodge within 2 business days after the order is made.

Company status:[2] If this is the first external administrator appointment to the company, the company status will change from REGD to EXAD after processing of the first of Form 519 where an order has been made, Form 560 (Step 4) or Form 505 (Step 5), and create a new appointment for the liquidator.

and ...

ASIC published notices website
Notice of winding up order and appointment as liquidator / provisional
liquidator

Legislation: section 465A(2) and regulation 5.4.01B.

Requirement: Publication is mandatory.

Publication: The liquidator must publish the prescribed information about the order.

Note: While no publication time is prescribed, we expect liquidators and provisional liquidators to publish this information as soon as practicable.

4

Form 560
Office copy of court order to wind up a company and appoint a liquidator

Legislation: section 470(2)(a) and regulation 1.0.21. ASIC has applied the number ‘560’ to lodgement of the required information for administrative purposes (i.e. there is no actual Form 560).

Requirement: Lodgement is mandatory.

Lodgement: The applicant must lodge an office copy of the court order within 7 days after the court makes the order. An office copy of a court order must bear an originally stamped seal or an electronic seal of the registry of the court.

Company status: If this is the first external administrator appointment to the company, the company status will change from REGD to EXAD after processing of the first of Form 519 (Step 3), Form 560 or Form 505 (Step 5), and create a new appointment for the liquidator.

with …

Form 105
Cover page for office copy of a court order

Legislation: regulation 1.0.21. Form 105 is prescribed by the Corporations Regulations.

Requirement: Lodgement is mandatory.

Tick-a-box choice (Type of court order – external administration): s470(2)(a) winding up a company and appointing a liquidator.

Lodgement: The applicant must lodge Form 105 with the office copy of the court order. An office copy of a court order must bear an originally stamped seal or an electronic seal of the registry of the court.

5

Form 505
Notification of appointment or cessation of an external administrator (appointment)

Legislation: section 537(1). Form 505 is an ASIC-approved form.

Requirement: Lodgement is mandatory.

Tick-a-box choice (Details of appointment): Liquidator of court liquidation.

Lodgement: The liquidator must lodge within 14 days after appointment. Online lodgement is preferred.

Note: When lodging online, if the liquidator’s name is showing as a current role, choose ‘confirm an existing appointment’ (then click on the ‘record’ button) to ensure a duplicate role is not created.

Company status: If this is the first external administrator appointment to the company, the company status will change from REGD to EXAD after processing of the first of Form 519 (Step 3), Form 560 (Step 4) or Form 505, and create a new appointment for the liquidator.

Note: If the court replaces the liquidator, the outgoing liquidator must lodge Form 505 (section 537(2)) and Form 5602 (section 70-5(3) of Schedule 2). The new liquidator must lodge a copy of the court order replacing the liquidator with Form 105 (regulation 1.0.21) and Form 505 (section 537(1)). An office copy of a court order must bear an originally stamped seal or an electronic seal of the registry of the court.

6

Form 507
Report on company activities and property (ROCAP Part A)

Legislation: section 475(1) and (7). Form 507 is an ASIC-approved form.

Requirement: Lodgement is mandatory.

Tick-a-box choice (Reason for report): Appointment of liquidator/provisional liquidator by the court – s475(1).

Lodgement: The liquidator must lodge within 5 business days after receipt of the report. Online lodgement is preferred.

Note 1: Form 507A and Form 911 are attached to, and processed as part of, Form 507.

Note 2: If an extension of time is granted, the liquidator must lodge Form 562 Notice of liquidator extending time to submit report on company activities and property.

incorporating…

Form 507A
Statement verifying report under s475(1) (attached to Form 507)

Legislation: section 475(1). Form 507A is an ASIC-approved form.

Requirement: Lodgement is mandatory.

Lodgement: The liquidator must lodge within 5 business days after receipt of the report. Online lodgement is preferred.

with …

Form 911
Verification or certification of a document

Legislation: regulation 1.0.16. Form 911 is prescribed by Schedule 2 to the Corporations Regulations. Form 911 is an ASIC-approved form.

Requirement: Lodgement is mandatory.

Lodgement: The liquidator must lodge within 5 business days after receipt of the report. When lodging online, Form 911 is a certification, not a separate form. Online lodgement is preferred.

7
(contingent)

Liquidator orders report (Form 507) from other persons

Form 511
Statement verifying report under s430(1), 475(2) or
446C(2)

Legislation: section 475(2) and (7). Form 511 is an ASIC-approved form.

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if the liquidator ordered a report (Form 507) from another person).

Tick-a-box choice (Purpose for lodgement of copy of Form 511): Liquidator appointed by the court, under s475(7), report prepared under 475(2).

Lodgement: The liquidator must lodge within 5 business days of receipt of the report from the other person. Online lodgement is preferred.

with …

Form 911
Verification or certification of a document

Legislation: regulation 1.0.16. Form 911 is prescribed by the Corporations Regulations. Form 911 is an ASIC-approved form.

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if the liquidator ordered a report).

Lodgement: The liquidator must lodge within 5 business days of receipt of the report from the other person. When lodging online, Form 911 is a certification, not a separate form. Online lodgement is preferred.

8

Form 5601
Statutory report by a liquidator to creditors

Legislation: section 70-50 of Schedule 2 and Rule 70-40 of the Practice Rules. Form 5601 is an ASIC-approved form.

Requirement: Lodgement is mandatory.

Lodgement: The liquidator must lodge at the same time as the report is provided to creditors. Online lodgement is required.

A report to creditors under Rule 70-40 must be provided within 3 months after the liquidator is appointed (including where a replacement liquidator is appointed).

 

9
(contingent)

Proposal made for a resolution without a meeting

Form 5022 Outcome of proposal to creditors or contributories

Legislation: section 75-40 of Schedule 2, Rule 75-130 (creditors) and Rule 75-135 (contributories) of the Practice Rules. Form 5022 is an ASIC-approved form.

Requirement: Lodgement is mandatory, contingent on whether a resolution is proposed without a meeting of creditors or contributories.

Lodgement: The liquidator must lodge within 5 business days of the outcome being known. Online lodgement is required.

 

10
(contingent)

Meeting of creditors

ASIC published notices website
Notice of meeting of creditors

Legislation: section 75-10 of Schedule 2 and Rule 75-40 of the Practice Rules.

Requirement. Lodgement is mandatory, contingent on meeting being convened.

Lodgement: The convenor must lodge the notice of meeting on the ASIC published notices website at least 10 business days before the meeting is held.

and …

Form 5011
Copy of minutes of meeting

Legislation: Rule 75-145(1)(c) of the Practice Rules. Form 5011 is an ASIC administrative form.

Requirement: Lodgement is mandatory, contingent on the meeting being convened.

Tick-a-box choice (Details of minutes of meeting): ‘No’, the minutes are not being lodged for a meeting convened under s436E, or s439A of the Corporations Act 2001.

Lodgement: The person presiding at the meeting must lodge the minutes of the meeting within 1 month after the end of the meeting. Online lodgement is preferred.

Note 1: The meeting is to be adjourned and reconvened if there is no quorum after 30 minutes: Rule 75-105(4). Minutes of the meeting with no quorum must be lodged: Rule 75-145.

Note 2: Under Rule 75-145(4), a record of persons present at a meeting must be kept as part of the minutes. Form 5011 provides further guidance about this requirement.

11
(contingent)

Section 533 report required

Submit
insolvency initial statutory report (under sections 533(1), 438D(1),
422(1) of the Corporations Act 2001)

Legislation: section 533.

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if it appears to the liquidator that a relevant person may have: committed an offence in relation to the company, been negligent, or otherwise engaged in misconduct; or where the company may be unable to pay its unsecured creditors a dividend of more than 50 cents in the dollar).

Tick-a-box choice (Under what provision are you lodging this report): Section 533 (liquidator reports).

Lodgement: The liquidator must lodge as soon as practicable, and in any event within 6 months, after forming an opinion. Online lodgement via the ASIC Regulatory Portal is preferred.

Note 1: A freeform written report can be lodged to comply with section 533, but submitting an insolvency initial statutory report is preferred.

Note 2: See Regulatory Guide 16 External administrators: Reporting and lodging (RG 16) for more details.

12

Form 5602
Annual administration return

Legislation: section 70-5(3) of Schedule 2. Form 5602 is an ASIC-approved form.

Requirement: Lodgement is mandatory.

Lodgement: The liquidator must lodge within 3 months after the end of the 'administration return year', which is the period of 12 months beginning on the day of appointment and each subsequent period of 12 months.

The liquidator must also give notice to the creditors that a return has been lodged when next forwarding a report, notice of meeting, notice of call or dividend: section 70-5(6)(c).

Online lodgement as structured data is required.

Note: See the additional guidance to INFO 29 for information on lodging Form 5602 where a replacement registered liquidator is appointed.

13 (select one of the optional Steps 13a–13c, as dictated by the circumstances):

13a
(court releases liquidator and deregisters company)

Form 565
Office copy of court order to release liquidator and deregister company

Legislation: section 481(5)(b) and regulation 1.0.21. ASIC has applied the number ‘565’ to lodgement of the required information for administrative purposes (i.e. there is no actual Form 565).

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if the court releases the liquidator and deregisters the company).

Lodgement: The liquidator must lodge an office copy of the court order within 14 days after the court makes the order. An office copy of a court order must bear an originally stamped seal or an electronic seal of the registry of the court.

Company status: The company status will change from EXAD to DRGD immediately after Form 565 is processed.

with …

Form 105
Cover page for office copy of a court order

Legislation: regulation 1.0.21. Form 105 is prescribed by the Corporations Regulations.

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if the court releases the liquidator and deregisters the company).

Tick-a-box choice (Type of court order – external administration): s481(5) deregistering a company or releasing a liquidator.

Lodgement: The applicant must lodge Form 105 with the office copy of the court order.

13b
(court releases liquidator)

Form 566
Office copy of court order to release liquidator

Legislation: section 481(5)(a) and regulation 1.0.21. ASIC has applied the number ‘566’ to lodgement of the required information for administrative purposes (i.e. there is no actual Form 566).

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if the court releases the liquidator).

Lodgement: The company must lodge an office copy of the court order within 14 days after the court makes the order. An office copy of a court order must bear an originally stamped seal or an electronic seal of the registry of the court.

Note: Information on the company register may be incomplete or misleading in the absence of the form. The liquidator should ensure this form is lodged.

Company status: The company status stays as EXAD until Form 5603 is lodged.

with …

Form 105
Cover page for office copy of a court order

Legislation: regulation 1.0.21. Form 105 is prescribed by the Corporations Regulations.

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if the court releases the liquidator).

Tick-a-box choice (Type of court order – external administration): s481(5) deregistering a company or releasing a liquidator.

Lodgement: The applicant must lodge Form 105 with the office copy of the court order. An office copy of a court order must bear an originally stamped seal or an electronic seal of the registry of the court.

13c
(court stays or terminates winding up)

Form 567
Office copy of court order staying a winding up indefinitely or terminating a winding up

Legislation: section 482(1) and (5) and regulation 1.0.21. ASIC has applied the number ‘567’ to lodgement of the required information for administrative purposes (i.e. there is no actual Form 567).

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if the court stays or terminates the winding up).

Lodgement: The company must lodge an office copy of the court order within 14 days after the court makes the order. An office copy of a court order must bear an originally stamped seal or an electronic seal of the registry of the court.

Note: Information on the company register may be incomplete or misleading in the absence of the form. The liquidator should ensure this form is lodged.

Company status: The company status will change from EXAD to REGD.

with …

Form 105
Cover page for office copy of a court order

Legislation: regulation 1.0.21. Form 105 is prescribed by the Corporations Regulations.

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if the court stays or terminates the winding up).

Tick-a-box choice (Type of court order – external administration): s482(5) staying or terminating a winding up.

Lodgement: The applicant must lodge Form 105 with the office copy of the court order. An office copy of a court order must bear an originally stamped seal or an electronic seal of the registry of the court.

14

Form 505
Notification of resignation or removal of liquidator (cessation)

Legislation: section 537(2). Form 505 is an ASIC-approved form.

Requirement: Unless the liquidator resigns or is removed there is no statutory requirement to lodge Form 505 at the finalisation of a liquidation; however, the liquidator may choose to avoid the role becoming current again if the company registration is reinstated under section 601AH(2) and the liquidator is not required to act.

Tick-a-box choice (Ceasing, resignation or removal): Cease (or ‘Resignation or removal of liquidator (including court-appointed liquidator)’ on paper form).

Lodgement: The liquidator must lodge within 14 days after cessation. Online lodgement is preferred.

15

Form 5603
End of administration return

Legislation: section 70-6(2) of Schedule 2. Form 5603 is an ASIC-approved form.

Requirement: Lodgement is mandatory.

Lodgement: The liquidator must lodge within 1 month after the end of the external administration.

The liquidator must also give notice to the creditors that a return has been lodged, if requested to do so in writing: section 70-6(4).

Online lodgement as structured data is required.

Company status: The company status will change from EXAD to DRGD 3 months after lodgement of Form 5603: section 509(1).

 

More information

For more information on external administration, visit www.asic.gov.au/insolvency or contact ASIC on 1300 300 630 or online at www.asic.gov.au/question.



[1] Types of forms: Information is lodged with, and received by, ASIC for recording on the company register as ‘forms’. Forms fall into one of the following categories:

  • a prescribed form, which is a form prescribed in Schedule 2 to the Corporations Regulations, or
  • an ASIC-approved form, which is a form that is not prescribed, but is one that ASIC may approve under section 350 of the Corporations Act and section 100-6 of Schedule 2, or
  • an ASIC administrative form, which is a form that is neither prescribed nor approved, but is one that has been given an administrative form number by ASIC for the purpose of identifying the type of information being lodged (e.g. Form 5011).

[2] Company status: Certain form lodgements cause company status changes. These may not apply if a company is subject to another external administration. The status of a company is recorded on ASIC’s database as:

  • REGD – registered
  • EXAD – under external administration and/or controller appointed
  • SOFF – strike-off action in progress
  • DRGD – deregistered

[3] ASIC published notices website: An ASIC-hosted website for the publication of notices, including insolvency and external administration-related notices, required to be published in the prescribed manner under Part 5.1, 5.3A, 5.4, 5.4B, 5.4C, 5.5, 5.6, 5.8 or 5A.1 of the Corporations Act, Schedule 2, the Practice Rules or lodged in accordance with regulation 5.6.75 of the Corporations Regulations.

Last updated: 30/03/2020 08:29