Sapna has completed a Bachelor of Arts/Laws. Since graduating, she's worked primarily in the field of legal research and writing, and she now writes for Sprintlaw.
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Closing a company can feel like a big step - even if the business hasn’t traded for a while, or you’ve simply outgrown the structure you originally chose.
In Australia, “deregistering” a company is often the simplest and most cost-effective way to formally close a company that has stopped operating. But you do need to do it the right way. If you apply too early (or without cleaning things up first), you can run into delays, objections, tax issues, or ongoing personal risk for directors.
This guide walks you through how to deregister a company in 2026, what to do before you apply, and what happens after deregistration so you can close things off with confidence.
What Does Deregistering A Company Mean?
Deregistering a company means ASIC removes the company from the register. Once deregistered, the company stops existing as a legal entity.
This has a few important flow-on effects:
- The company can’t trade anymore and can’t enter contracts or hold assets.
- The company’s ACN is cancelled and the company is no longer registered with ASIC.
- Assets owned by the company can “vest” to the government (meaning they can be transferred to ASIC/the Commonwealth if not dealt with first).
- Directors’ duties don’t magically disappear overnight - you still need to make sure you’ve handled your wrap-up steps properly.
If you’re unsure who is responsible for what in a company, it helps to get clear on the difference between a director and a shareholder before you start closing things down - because shareholder approval and director responsibility can overlap, but they’re not the same role. Director vs Shareholder
It’s also worth remembering: deregistration is different from a formal liquidation or “winding up”. Deregistration is usually used when the company is solvent and has no assets and no liabilities (or will have none by the time you apply).
When Should You Deregister Instead Of Winding Up?
In 2026, many businesses choose deregistration because it’s relatively straightforward compared to a liquidation process - but it’s not appropriate in every situation.
Deregistration Is Often A Good Fit If:
- the company has stopped trading and won’t restart
- the company is solvent (it can pay all of its debts)
- you can finalise any remaining debts and obligations
- the company has no assets left (or you can properly distribute/transfer them before applying)
- all directors (and usually shareholders) agree on closing the company
You May Need A Different Path If:
- the company can’t pay its debts (insolvent trading risk can become a serious issue)
- there’s an ongoing dispute, legal claim, or creditor pressure
- the company still has significant assets that can’t easily be transferred or distributed
- there are complex tax issues, employee entitlements, or regulatory obligations
As a practical rule: deregistration is usually for “clean” closures. If the company’s affairs aren’t clean, you’ll want advice on the best (and safest) way to shut it down.
Step-By-Step: How To Deregister A Company With ASIC In 2026
If your company is eligible, deregistration is generally done by applying to ASIC (commonly via ASIC Form 6010).
While the exact screens and administrative steps can change over time, the overall process in 2026 still follows the same core stages.
1. Confirm The Company Is Eligible
ASIC generally requires that, at the time of applying:
- all members (shareholders) agree to the deregistration
- the company is not carrying on business
- the company’s assets are worth less than $1,000
- the company has paid all fees and penalties payable to ASIC
- the company has no outstanding liabilities
- the company is not party to any legal proceedings
One of the most common practical problems we see is that a company still “technically” has assets - for example, a business bank account with a small balance, a domain name, a registered trade mark, or equipment sitting in storage. These should be dealt with before applying, otherwise deregistration can create complications.
2. Get The Right Internal Approvals
Even if you’re the only person involved, it’s a good idea to document the decision properly.
For example:
- If there are multiple shareholders, you’ll usually need formal member consent.
- If you’re a sole director/shareholder, you still want a clear written record (this can matter later if ASIC queries the application or if someone disputes the closure).
Some companies also prepare a solvency statement as part of good housekeeping, because deregistration assumes the company can pay its debts. If you’re not sure what a solvency resolution is (and when it matters), this is a helpful reference point: Solvency Resolution
3. Submit The Deregistration Application And Pay The Fee
Once you’ve confirmed eligibility and cleaned up the company’s affairs, you submit the application to ASIC and pay the relevant ASIC fee.
ASIC fees can change, so in 2026 you should check the current amount at the time of lodgement and factor it into your closure timeline.
4. ASIC Notifies The Public And Waits For Objections
After you apply, ASIC typically publishes a notice about the proposed deregistration.
There is generally a waiting period (commonly around 2 months) to allow objections. Objections may be raised by parties such as:
- creditors
- shareholders/members
- employees
- regulators (including the ATO, depending on the circumstances)
If objections are raised, ASIC may pause or refuse deregistration until the issue is resolved.
5. Deregistration Takes Effect
If there are no objections (and ASIC is satisfied the company meets the requirements), ASIC will deregister the company and publish a final notice. From that date, the company stops existing.
What To Do Before You Apply (So You Don’t Get Stuck Later)
The most important part of deregistering a company is what you do before you lodge the application. This is where you protect yourself, avoid delays, and reduce the risk of nasty surprises after the company is gone.
Finalise Debts, Subscriptions, And Ongoing Contracts
Start by listing every agreement the company is party to, such as:
- leases
- software subscriptions
- supplier contracts
- client/customer agreements
- equipment hire or service arrangements
Then check the termination clauses and notice requirements. In some cases, you may need a formal deed to cleanly end the relationship and avoid disputes about what’s owed. Deed of Termination
This step matters because a company that has ongoing contractual obligations may still have liabilities - even if you’ve stopped trading day-to-day.
Deal With Employees Properly (Including Final Pay)
If your company has employees (or had employees recently), you’ll need to finalise employment obligations before deregistration.
That often includes:
- final pay and unused leave entitlements
- notice (or payment in lieu of notice, if applicable)
- superannuation obligations
- any agreed commissions, bonuses, or reimbursements
If you want a practical breakdown of what needs to be included, this guide can help you think through the moving parts: Calculating Final Pay
Even if the business is closing, you still need to follow the Fair Work framework and the employment contract terms. Getting this wrong can lead to disputes or claims that complicate deregistration.
Close Or Transfer Assets (Don’t Leave Anything In The Company)
Before deregistration, you should make sure the company does not own assets (or that any remaining assets are below ASIC’s threshold and appropriately dealt with).
Assets can include more than just “big ticket” items. Common examples include:
- money left in the business bank account
- equipment, stock, or tools
- a registered business name
- a domain name or website
- intellectual property (like branding, designs, or content)
- shares the company owns in another entity
If you’re restructuring (for example, moving the business into a new company or changing ownership), you might need to transfer shares before the old company is closed. How To Transfer Shares
Be cautious here: if you deregister while the company still owns assets, those assets may vest to the government. That can be difficult (and sometimes expensive) to unwind later.
Sort Out Tax And ATO Housekeeping
ASIC deregistration and tax obligations are related, but they are not the same process.
Before applying to deregister, you’ll typically want to check (at a minimum):
- that your BAS and tax returns are up to date
- that GST is handled properly (including cancelling GST registration where appropriate)
- that PAYG withholding is finalised (if you had employees)
- that any company debts (including director-related issues) are identified and resolved
It’s also wise to make sure your accounting records are complete and accessible, because even after deregistration, you may need to produce records if questions come up later.
Make Sure Your ASIC Details And Fees Are Up To Date
ASIC may refuse deregistration if there are outstanding ASIC fees or penalties.
Before applying:
- confirm the company’s registered office and principal place of business details are correct
- check whether annual review fees are outstanding
- ensure your company’s records are in order (including registers and internal resolutions)
If your company is currently inactive but you’re not ready to close it, you might also consider whether it’s better to keep the company on the register - but be aware this usually means ongoing ASIC fees and ongoing director obligations.
What Happens After ASIC Deregisters The Company?
Once deregistration happens, it’s tempting to think “that’s it, we’re done.” In many cases, the hardest work is behind you - but there are still a few key consequences to understand in 2026.
The Company Stops Existing (So It Can’t Do Anything)
A deregistered company can’t:
- operate a bank account
- sign contracts
- own property
- start or defend legal proceedings (except in limited circumstances where reinstatement is sought)
If you later realise you actually needed the company (for example, to recover an asset, handle a dispute, or correct a mistake), the solution is not simple - it usually involves applying to reinstate the company, which can take time and cost money.
Record-Keeping Still Matters
Even after deregistration, you should keep key business records for the required period (often at least 7 years, depending on the record type).
This can include:
- financial statements and tax records
- employment records
- contracts and correspondence
- minutes and resolutions
- ASIC filings and confirmation of deregistration
Good record-keeping is one of the simplest ways to protect yourself if questions come up later.
Directors Can Still Be Exposed In Some Situations
Deregistration doesn’t automatically wipe away conduct that happened while the company existed.
For example, if there were issues such as insolvent trading, breaches of directors’ duties, or unpaid entitlements that become contentious, directors can still face risk depending on the facts.
This is why “cleaning up” the company properly before deregistration is so important - it’s not just an administrative step, it’s part of managing your legal risk.
If You Want To Start Again Later, You’ll Likely Need A New Company
If the business is coming back in a new form (or you’re launching a new venture), you’ll usually need to register a new company and set it up properly from day one.
That can include choosing the right structure, documenting ownership, and putting the right governance foundations in place. Company Set Up
If you’re planning to restart with co-founders or investors, it’s also a good time to think carefully about how decisions will be made and how ownership will work long-term - the “start again” moment is often the best time to get those fundamentals right.
Key Takeaways
- Deregistering a company removes it from ASIC’s register and the company stops existing as a legal entity.
- Deregistration is usually best suited to solvent companies that are no longer trading and have no assets or liabilities (or will have none before applying).
- Before you apply, you should finalise debts, end contracts properly, pay employees correctly, and deal with any company assets so nothing is left behind.
- ASIC generally publishes a notice and allows time for objections before the deregistration becomes final.
- After deregistration, the company can’t trade or hold assets, and you should still keep key records in case issues arise later.
- If your situation is more complex (debts, disputes, assets, or uncertainty about solvency), getting advice early can save you time and reduce personal risk.
If you’d like a consultation on deregistering a company, you can reach us at 1800 730 617 or team@sprintlaw.com.au for a free, no-obligations chat.