ASIC Form 545 Requires Liquidators to Confirm Notices to Contributories Within One Month

Key Takeaways

• ASIC Form 545 is the statement a liquidator lodges to confirm that notices were sent to persons on the final list or supplementary list of contributories under Regulation 5.6.62.
• It must be lodged within one month of the notices being sent.
• Late lodgement triggers fees, and a form is not treated as lodged until ASIC accepts it.
• This is a procedural form, not a new rule, but it matters for compliance teams involved in insolvency and wind-up processes.

Deep Dive

ASIC Form 545 is the statement a liquidator lodges to confirm that notices were sent to persons on the final list or supplementary list of contributories under Regulation 5.6.62. It must be lodged within one month of the notices being sent. Late lodgement triggers fees, and a form is not treated as lodged until ASIC accepts it. This is a procedural form, not a new rule, but it matters for compliance teams involved in insolvency and wind-up processes.

The form supports Reg 5.6.62(5) of the Corporations Regulations, which requires a liquidator to notify ASIC that notices required by Reg 5.6.62(1) were given. The liquidator must state that they:
- sent a copy of the notice (annexure "A") by prepaid post to each person named in Schedule 1 to the certificate of final settlement of the list or supplementary list of contributories;
- inserted the same particulars at the foot of each copy as appear in that Schedule; and
- addressed each notice to the contributory's name and last known address in the company's records.

The form requires the date the notices were sent, the date of the liquidator's certificate, the liquidator's details, and a signature and date. It must be lodged within one month after the notices are sent. Late fees apply outside that period. Under s1274(8) of the Corporations Act 2001, a form is not considered lodged until ASIC receives it and accepts it as compliant, and ASIC issues no receipt unless one is requested. Lodgement is by post to PO Box 4000, Gippsland Mail Centre VIC 3841.

Annexures must meet formal requirements if used for additional information. They must be on A4 paper with at least 10mm margins, show the company name and ACN or ARBN, have consecutively numbered pages, and be in block letters in dark blue or black ink. They must also carry an identifying mark and the prescribed endorsement, and be signed and dated by the same person who signed the form. The form may contain personal information, so privacy handling obligations also apply.

Recommended actions:
- Build the one-month deadline into insolvency workflows and calendar it from the date notices are mailed.
- Keep proof of posting and records of the addresses used.
- Run a pre-lodgement quality check, because a rejected form is not treated as lodged and may incur late fees.
- Verify the current form version and the lodgement method.
- Limit handling of contributory personal information to what is necessary.

Risk implications are low to moderate. The main exposures are late fees, rejected lodgements, and procedural defects that may draw regulatory scrutiny or challenge in the liquidation. Institutions acting as liquidators, advisors, or creditors in external administrations should confirm their processes meet these requirements.

Source: Australian Securities and Investments Commission