Proprietary company

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A proprietary company is a form of corporation in Australia that is limited by shares. However unlike a public company there are, depending on jurisdiction, restrictions on what they can and cannot do.

In Australia, a proprietary company is defined under section 45A(1) of the Corporations Act.

The Act puts certain restrictions on proprietary companies such as not permitting them to have more than 50 members (shareholders). Another important restriction relates to fundraising. A proprietary company must not engage in fundraising that would require a prospectus to be issued. The Corporations Act states in which circumstances a company must issue a prospectus when attempting to raise funds. This means that a Proprietary company must not offer its shares to the public.

Section 45A of the Act also distinguishes proprietary companies as either "large proprietary" or "small proprietary". The differences here relate to issues such as gross operating revenue, consolidated gross assets, and the amount of employed persons.

Large proprietary companies are required to appoint an auditor and lodge appropriate financial statements with the Australian Securities and Investments Commission (ASIC).

Proprietary companies have the word "Proprietary" in their name, thus Relays Proprietary Limited, abbreviated to Relays Pty Ltd or Relays P/L.

  • In Singapore, a proprietary company would be named Relays (Private) Limited.
  • In India, a proprietary company would be named Relays Private Limited, abbreviated to Relays Pvt. Ltd.
  • In the United Kingdom, a proprietary company is assumed when the name ends in "Limited", as in Relays Limited. A public limited company is designated by the abbreviation "plc" as in "Relays plc". This was done when the distinction was introduced to minimise the amount of name changing.
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