Flowchart 6: Administrator in a deed of company arrangement (DOCA)

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 deed administrator unless they are a registered liquidator: section 448B(2).

Flowchart 6: Administrator in a deed of company arrangement (DOCA)

Flowchart 6: Administrator in a deed of company arrangement (DOCA)

* ASIC PNW = ASIC published notices website.

Explanation of Flowchart 6: Administrator in a deed of company arrangement (DOCA)[1]

Step Form or notice Notes

1
(contingent)

Failure to execute DOCA

Form 509F
Notice of failure to execute deed of company arrangement

Legislation: section 450C(a). Form 509F is an ASIC-approved form.

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if there is a failure to execute the DOCA).

Lodgement: The proposed deed administrator must lodge as soon as practicable after failure to execute the deed. Online lodgement is preferred.

Note: Where there is a failure to execute a DOCA, the appointment will proceed to a creditors’ voluntary liquidation. If not already done (following Flowchart 5), lodge Form 5603 as an administrator and then go to Flowchart 7.

2

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

Legislation: section 444A(2) and Rule 70-60(2)(a) of the Practice Rules. Form 505 is an ASIC-approved form.

Requirement: Lodgement is mandatory.

Tick-a-box choice (Details of appointment): Deed administrator.

Lodgement: The deed administrator must lodge by the end of the next business day after appointment. Online lodgement is preferred.

Note: You should lodge Form 505 before lodging Form 5047 (Step 3).

3

Form 5047
Copy of deed of company arrangement

Legislation: section 450B(b). Form 5047 is an ASIC-approved form.

Requirement: Lodgement is mandatory.

Tick-a-box choice (Details of deed of company arrangement): The attached document is a deed of company arrangement.

Lodgement: The deed administrator must lodge as soon as practicable after the deed is executed. Online lodgement is preferred.

Note 1: We consider that 'as soon as practicable' should be no more than 2 business days after the deed is executed.

Note 2: You should lodge Form 505 (Step 2) before lodging Form 5047.

4
(contingent)

Meeting of creditors is convened

ASIC published notices website[3]
Notice of meeting of creditors

Legislation: section 75-10 of Schedule 2 and Rule 75-40(1) of the Practice Rules.

Requirement: Publication is mandatory, contingent on a meeting of creditors being convened.

Publication: The deed administrator must publish the notice 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.

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 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. The form provides further guidance about this requirement.

5
(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 and Rule 75-130 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 deed administrator must lodge within 5 business days of the outcome being known. Online lodgement is required.

6
(contingent)

DOCA terminates early

If the DOCA terminates early, the deed administration proceeds to a creditors’ voluntary liquidation. Refer to Steps 9(c) or (d) and 10 below and then go to Flowchart 7.

7
(contingent)

Variation to DOCA

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 circumstances arising (if a resolution is passed at the meeting to vary the DOCA).

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 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(1)(c).

Note 2: The deed administrator must publish the notice of meeting on the ASIC published notices website convening a meeting of creditors not less than 10 business days before the meeting is held.

and …

Form 5047
Copy of varied deed of company arrangement

Legislation: section 450B(b). Form 5047 is an ASIC-approved form.

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if a resolution is passed at the meeting to vary the DOCA).

Tick-a-box choice (Details of deed of company arrangement): The attached document is a variation to a deed of company arrangement.

Lodgement: The deed administrator must lodge as soon as practicable after the deed is varied. Online lodgement is preferred.

Note 1: We consider that 'as soon as practicable' should be no more than 2 business days after the deed is varied.

Note 2: You should lodge a copy of the full DOCA as varied.

8

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 deed administrator 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 give notice to the company that a return has been lodged when next forwarding a report, notice of meeting, or notice of call or dividend: section 70-5(6)(b).

Online lodgement as structured data is required.

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

9 (select one of Steps 9a–9d, as dictated by the circumstances):

9a
(specified circumstances exist or DOCA wholly effectuated)

Form 5056
Notice that deed wholly effectuated

Legislation: sections 445C(c) and 444A(5), regulation 5.3A.06 and Schedule 8A (clause 12) to the Corporations Regulations (specified circumstances exist); or sections 445C(d) and 445FA(1) (DOCA wholly effectuated). Form 5056 is an ASIC-approved form.

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if the deed specified circumstances in which the deed is to terminate, and those circumstances exist; or if the deed administrator executes a notice of termination).

Tick-a-box choice (Deed wholly effectuated on its terms – s445C(c)): Date the deed of company arrangement was executed and wholly effectuated. Or (Certification by deed administrator – s445C(d), s445FA): Date the administrator certified that the deed was wholly effectuated.

Lodgement: The deed administrator must lodge within 28 days after certification that the deed is wholly effectuated. Online lodgement is preferred.

Company status:[2] If this is the only external administrator or controller appointed to the company, the company status will change from EXAD to REGD after this form is processed.

9b
(creditors pass resolution to end DOCA)

Form 509G
Notice of termination of deed of company arrangement

Legislation: section 450D(a) (and section 445C(b)). Form 509G is an ASIC-approved form.

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if creditors pass a resolution to end the DOCA).

Tick-a-box choice (Notice to company’s creditors): No, at this meeting the creditors of the company did not also resolve under s445E that the company be wound up.

Lodgement: The deed administrator must lodge (no time limit is specified). Online lodgement is preferred.

Company status: If this is the only external administrator appointed to the company, the company status will change from EXAD to REGD after this form is processed.

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.

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 of creditors 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: The deed administrator must publish the notice of meeting on the ASIC published notices website convening a meeting of creditors not less than 10 business days before the meeting is held.

Note 3: Under Rule 75-145(4), a record of persons present at a meeting must be kept as part of the minutes. The form provides further guidance about this requirement.

9c
(Court terminates DOCA or specified circumstances exist)

DOCA terminates and company is wound up

If the DOCA terminates under section 445C(a) or (c), and the deed administration proceeds to a creditors’ voluntary liquidation, refer to Step 10 below and then go to Flowchart 7.

9d
(creditors pass resolution to terminate DOCA and wind up company)

Form 509G
Notice of termination of deed of company arrangement

Legislation: section 450D(a) (and sections 445E, 445C(b), 445CA and 446A(1)(c)(i)). Form 509G is an ASIC-approved form.

Requirement: Lodgement is mandatory, contingent on the circumstances arising (if creditors pass a resolution to terminate the DOCA and wind up the company).

Tick-a-box choice (Notice to company’s creditors): Yes, at this meeting the creditors of the company did also resolve under s445E that the company be wound up.

Lodgement: The deed administrator must lodge (there is no specified time limit). Online lodgement is preferred.

Note: The DOCA will proceed to a creditors’ voluntary liquidation. Refer to Step 10 below and then go to Flowchart 7.

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 circumstances arising (if creditors pass a resolution to wind up the company).

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 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: The deed administrator must lodge the notice of meeting on the ASIC published notices website at least 5 business days before the meeting is held.

Note 3: Under Rule 75-145(4), a record of persons present at a meeting must be kept as part of the minutes. The form provides further guidance about this requirement.

10

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 deed administrator must lodge within 1 month after the end of the external administration.

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

Online lodgement as structured data is required.

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: 19/09/2019 10:29