Commonwealth Consolidated Acts

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Exception to requirement for using "Limited" in name


             (1)  A company is not required to have the word "Limited" at the end of its name if:

                     (a)  the company is registered under the Australian Charities and Not-for-profits Commission Act 2012 as the type of entity mentioned in column 1 of item 1 of the table in subsection 25-5(5) of that Act (charity); and

                     (b)  the company's constitution:

                              (i)  prohibits the company paying fees to its directors; and

                             (ii)  requires the directors to approve all other payments the company makes to directors.

             (2)  A company that, in accordance with subsection (1), does not have "Limited" at the end of its name must notify ASIC as soon as practicable if:

                     (a)  the company ceases to be registered as mentioned in paragraph (1)(a); or

                     (b)  any of the prohibitions or requirements mentioned in paragraph (1)(b) are not complied with or the company's constitution is modified to remove any of those prohibitions or requirements.

             (3)  An offence based on subsection (2) is an offence of strict liability.

Note:          For strict liability , see section 6.1 of the Criminal Code .

             (4)  Paragraph 157(1)(a) (company must pass special resolution to change name) does not apply to a change of the name of a company to omit the word "Limited" in accordance with this section.

Name may be stated without "Limited"

             (5)  If a company:

                     (a)  has the word "Limited" at the end of its name; but

                     (b)  under subsection (1), is not required to do so;

the word "Limited" may be omitted anywhere that the name of the company is required to be used (including on the company's common seal).

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