You can order all the documents you need to replace or amend an existing 'Pty Ltd' company's Constitution, or Memorandum and Articles of Association or Replaceable Rules. You'll be able to download all the documents immediately - as well as having the option of ordering the documents printed, bound and delivered. Before you decide to update, you should get legal, financial or other advice. We cannot give you that advice.

The 'Change a Company Constitution' package contains:

• New Constitution - including Division 7A loan provisions
• Minutes of Directors' Meeting (or Circulated Resolutions if preferred)
• Notice of General Meeting of Shareholders
• Consent to Short Notice of General Meeting (if needed)
• Basic Proxy forms (if needed)
• Minutes of General Meeting of Shareholders (or Circulated Resolutions if preferred)

(ASIC does not require notice of the change to the constitution so there are no ASIC fees and no ASIC forms.)

Why update a Constitution?

Below, we set out some of the advantages to updating a Constitution, or Memorandum and Articles of Association. However, before you decide to update the company's Constitution or Memorandum and Articles of Association, you should get legal, financial or other advice. We cannot give you that advice. Also, as we do not know your company's situation, you need to remember that the summary below is for information purposes only.

Simpler company administration

Over the last few years, there have been many changes to company law that make it simpler and easier to administer 'Pty Ltd' companies. In particular, the meeting and accounting requirements are now much simpler. For example, with a new constitution, a company's directors can now meet via circulated resolution, rather than having to hold a 'proper meeting'.

The trouble is that (in relation to many issues) if the company's constitution requires certain things to be done, then they have to be done - even if the law itself no longer requires them to be done. Also, the new Cleardocs constitution contains the latest provisions under Corporations law, including the provisions for 'Division 7A' loans.

Some company's Constitutions or Memorandum and Articles of Association have been around for a long time. They may be unnecessarily complicated - and they can be difficult to understand.

The Cleardocs Constitution is in plain language - we think you will find it refreshingly clear.

Save on ASIC's Annual Review fees - if the company is ONLY an SMSF trustee (or is ONLY the trustee of a 'regulated superannuation fund')

If the ONLY thing your company does is to be the trustee of a 'regulated superannuation fund' (which includes a Self-Managed Superannuation Fund), then your company can adopt a Constitution that will save it $172 in government fees each year. You may need legal, financial or other advice before deciding to adopt that sort of constitution. We cannot give that advice. As we do not know your company's situation, you need to remember that the summary here is for information purposes only.

A normal 'Pty Ltd' company has to pay ASIC an Annual Review fee of $212. A 'trustee only' company is a 'special purpose' company and so pays only $40. A saving of $172 each year.

The phrase 'regulated superannuation fund' has the meaning given to it in the Superannuation Industry (Supervision) Act.

A tailored Consitution — the Cleardocs difference ...

The Cleardocs constitution upgrade (as with all our products) gives you flexibility. We don't just provide you with a generic new constitution. Some of the options you can choose from are:

• whether you want the new constitution to be the particular constitution required for a Superannuation Fund 'Trustee Only' company (see above).
• you can decide on shareholders voting rights and possible restrictions on share sale and issue. You should get legal, financial or other advice before deciding on these matters. We cannot give you that advice. As we do not know your company's situation, you need to remember that the summary here is for information purposes only.
• Times/dates/attendees of the various meetings.

The Q&A process as well as all the documents have (as with all Cleardocs products) been signed-off by our lawyers at the leading national law firm, Maddocks.

Lots of companies to update/replace?

First: you might like to look at the draft ' letter to clients ' we have available to help explain to your clients the reasons why they might consider changing or updating a company's Constitution, Memorandum and Articles of Association or Replaceable Rules. The summary in that draft letter is for information purposes only. We are not allowed to give advice. Also, because we do not know the company's situation, any information we provide can be only information.

Also: call us on 1300 307 343 support@cleardocs.com or email support@cleardocs.com to discuss the special rates we can offer if you plan to do more than 20.

How long does the process take?

Creating the documents takes about 15 minutes.

Questions or further information

If you have questions:

• about how to use Cleardocs, contact the Cleardocs helpline on 1300 307 343.


• about legal issues, contact the Cleardocs helpline on 1300 307 343. If you need advice, we will arrange for you to speak with a lawyer at Maddocks. The firm provides a free legal helpline in relation to the documents Cleardocs provides. If you require other legal advice in relation to your particular circumstances, then this will be charged for.