CORPORATE ACCOUNTING
Week 1 Tutorial Questions
Question 2.
Distinguish between a proprietary company and a public company.
A public company is one in which there is usually a substantial public interest in that the
ownership of the companys share capital is widely spread. Public companies are entitled to
raise capital through a share issue by issuing a disclosure document which entitles them to
have their shares or debentures etc. listed on a Stock Exchange to facilitate transferability.
Proprietary companies on the other hand have specific limitations in terms of the amount
and restrictions on its fundraising activities.
Specific features of a proprietary company include the need to have a share capital (unlike
a public company which may be limited by guarantee and not merely shares):
 a requirement to have at least one shareholder and only one director (three directors for a
public company) and not more than 50 shareholders (not including employee shareholders)
 not required to restrict the transfer of its shares (however it may elect to do so)
 the use of the designation “Pty” or Proprietary in its name
 a requirement not to engage in any fundraising activity which would require it to lodge a
disclosure document with ASIC.
Question 5.
What is the purpose of a certificate of registration?
A certificate of registration is issued by ASIC as a part of the registration procedure.
Providing the company complies with S117 of the Corporations Act, ASIC will:
 give the company an ACN Number
 register the company
 issue a certificate that states the companys name, ACN No. etc.
Once registered, the company is capable of performing all the functions of a corporate