The routes, side by side
Each route in the table ends, if it runs its course, with the company deregistered and no longer existing as a legal entity. What differs is who the route is for, and who does the work.
| Route | For a company that… | Who runs it | How it ends |
|---|---|---|---|
| Voluntary deregistration | is not doing business, has assets under $1,000, has no liabilities or legal proceedings, has paid ASIC, and whose members all agree | The company applies to ASIC on Form 6010 | ASIC may deregister it two months after publishing a notice |
| Winding up a solvent company | can pay all its debts as and when they fall due | A liquidator appointed by the members | Deregistered 3 months after the liquidator lodges Form 5603 |
| Creditors’ voluntary liquidation | is insolvent; ASIC calls it the most common type of liquidation of an insolvent company | A liquidator, who collects and sells assets and repays creditors | Deregistered 3 months after the relevant form is lodged |
| Court liquidation | a creditor has taken to court for an order appointing a liquidator | A liquidator appointed by the court’s order | Deregistered 3 months after the relevant form is lodged |
| Deregistration by ASIC | has, most commonly, not paid its annual review fee in full for 12 months after the due date | ASIC, after writing to the company and its directors | ASIC may deregister it two months after posting a notice |
Winding up a solvent company: the seven stages
ASIC calls a company solvent when it can pay every debt as and when it falls due. When such a company is wound up, its assets are sold and the money is shared among creditors and members, and when the winding up is complete the company is deregistered. ASIC sets out seven main stages.
A declaration of solvency
At a directors’ meeting, a majority of the directors declare their belief that the company will pay every debt it now has, in full, within 12 months of the winding up starting (Form 520). ASIC notes that a false declaration is an offence under the Corporations Act 2001.
Tell ASIC
The Form 520 is lodged with ASIC before the next step.
Notice to members
Members must receive notice of a meeting to vote on a special resolution to wind up, at least 21 days before the meeting, unless the members agree to a shorter period.
The meeting
Held within 5 weeks of the declaration of solvency. The members pass a special resolution to wind up, and the winding up begins from that date. The company also appoints one or more liquidators, who must notify ASIC within 14 days on Form 505.
Tell ASIC about the resolution
Within 7 days, on Form 205.
Publish the notice
On ASIC’s Published notices website, by the end of the business day after the liquidator’s appointment. There is a fee to publish: $64 as at October 2026, according to ASIC’s page.
Winding up affairs, then deregistration
The liquidator lodges a yearly account of receipts and payments (Form 5602) until the liquidation ends, then notifies ASIC within one month after the end of the winding up (Form 5603). The company is deregistered 3 months after Form 5603 is lodged.
If at any stage the liquidator comes to believe the company will not manage to pay its debts within 12 months, ASIC says they must do one of three things: call a meeting of creditors, appoint a voluntary administrator, or ask the court to wind the company up as insolvent. Any member or creditor may apply to the court to have any part of the process reviewed.
The ATO adds that a liquidator must normally be a registered liquidator who is not an officer, employee or auditor of the company, but that a members’ voluntary winding up is exempted from that requirement under the Corporations Act 2001.
When a company is insolvent
ASIC defines a company as insolvent when it cannot pay all its debts as and when they become due, and says directors have a legal obligation to prevent insolvent trading. Leaving the company does not end that: a former director can still be held responsible for insolvent trading they allowed while in the role.
ASIC’s page says the best course is to contact a registered liquidator, accountant or lawyer as soon as a company is thought to be in financial difficulty, and points to its registered liquidator lists and professional registers search to check one.
ASIC is clear that it cannot act on behalf of an individual creditor; its role is to protect the interests of all creditors, including by registering and supervising liquidators.
A caution from the ATO
The ATO warns about unregistered advisers who offer pre-insolvency advice and may encourage inappropriate or illegal activity, such as illegal phoenix activity: deliberately shutting a business down to avoid paying its debts, or removing assets before winding up. Its advice is to engage a registered professional, such as an accountant, lawyer or accredited insolvency adviser.
The ATO also notes that money shareholders receive from a winding up may be taxed as a deemed dividend or under the capital gains tax rules.