ASIC Form 3190 Sets 14-Day Auditor Appointment Notice for Exempt Large Proprietary Companies

Key Takeaways

• ASIC Form 3190 requires certain large proprietary companies that are exempt from lodging accounts under legacy Corporations Law provisions to notify ASIC within 14 days of appointing an auditor.
• The form is a procedural filing, not a new rule, but late lodgement triggers fees and may indicate weak corporate governance controls.
• Compliance teams should confirm whether any group entities rely on this exemption and that their appointment workflows meet the deadline.

Deep Dive

ASIC Form 3190 requires certain large proprietary companies that are exempt from lodging accounts under legacy Corporations Law provisions to notify ASIC within 14 days of appointing an auditor. The form is a procedural filing, not a new rule, but late lodgement triggers fees and may indicate weak corporate governance controls. Compliance teams should confirm whether any group entities rely on this exemption and that their appointment workflows meet the deadline.

The company must lodge the notice within 14 days of the auditor's appointment, and no fee applies if it is lodged on time. The form must capture company details (name and ACN), auditor details (an individual's name and auditor registration number, or a firm's business name and registration number, with address), and the date of appointment. A director or secretary must sign it, certifying that the information is true and complete. A second auditor can be listed, and annexures are permitted if they meet the formatting rules: A4 paper, company name and ACN shown, consecutively numbered pages, block letters in dark ink, an identifying mark, the prescribed endorsement, and signature by the same signatory.

Several conditions affect how the form is used. An auditor may be appointed only if the s324 qualification requirements are met, so entities should verify eligibility and independence before appointment. If an auditor resigns, retires, or is removed, Form 315 must also be lodged, and Forms 342 or 343 may be needed first under s329. A form is not treated as lodged until ASIC receives it and accepts it as compliant with s1274(8), and no receipt is issued unless requested. Teams should therefore keep their own evidence of lodgement. The form becomes part of the public register, and it may contain personal information handled under ASIC's privacy policy.

Recommended actions:

(1) Confirm which entities in the group qualify for the s319(4) exemption and document the basis.

(2) Add a 14-day lodgement trigger to the corporate secretarial calendar for every auditor appointment.

(3) Require a s324 qualification check before appointment.

(4) Link auditor changes to Form 315 and the related s329 processes.

(5) Retain proof of lodgement and request a receipt for significant filings.

(6) Confirm the current form version and lodgement method on ASIC's website, because the document references postal lodgement and older versions.

Risk impact is low to moderate. Missing the deadline results in late fees, and repeated lapses could draw regulatory attention or point to broader gaps in governance and auditor oversight. Inaccurate certifications by a director or secretary carry personal accountability. The main exposure is operational: poor tracking of exempt-entity status and appointment dates.

Source: Australian Securities and Investments Commission