Solvency Resolution Template for Directors
Prepare a solvency resolution for your ASIC annual-review file. Enter the directors’ decision and company details, then preview and export the record.
Incomplete record
Supply the decision and required particulars to prepare the draft.
Entries stay on this device. This tool records a supplied decision and does not decide, sign or lodge it.
If no resolution is passed within the required 2-month period, check the separate 7-day ASIC notification requirement.
Record the Directors’ Decision
This solvency resolution template records the directors’ supplied decision and the financial records behind it. Directors form their own opinion after considering the company’s position.
Choose positive, negative or no decision yet. Add the company’s particulars and the resolution date supplied by the directors. Missing particulars leave an incomplete record and disable the download.
Every output stays unsigned. Entering a decision or downloading a draft does not pass a resolution. A bank balance or profit figure alone does not decide solvency, and this tool performs no financial assessment.
The Annual Review Record
Record the company name and ACN, annual review date and resolution date. List the directors, their decision arrangement and the financial records they considered. References might identify management accounts, aged debtors and creditors, cash-flow forecasts or finance commitments.
Under ASIC’s annual review rules, directors must pass a solvency resolution within two months after the review date. The exception applies where the company lodged a financial report under Chapter 2M with ASIC in the preceding 12 months.
The directors’ opinion needs supporting evidence. An ASIC solvency resolution template is a company record, not an ASIC certificate or lodgement receipt. The company compliance guide covers the wider annual-review duties.
Positive or Negative Outcomes
A positive decision records that the directors believe there are reasonable grounds to expect the company can pay debts when due. A negative decision records that they do not have those reasonable grounds. These are the directors’ opinions supplied to the tool, not automated findings.
For a passed positive resolution, retain the record with the company’s documents. ASIC does not require notification of that positive resolution.
A passed negative resolution requires notification to ASIC within seven days after passage. If the required resolution is not passed within two months after review, notification is due within seven days after that period ends.
Check the applicable event and elapsed time immediately. A late draft does not restart the deadline. ASIC Form 485 covers the notification procedure. ASIC’s Form 485 instructions explain how to lodge the separate statement.
Keep the Signed Resolution
Compare the preview and downloaded text with the actual decision. Confirm the company’s constitution, applicable voting rules and signing requirements before using the record.
For a meeting, confirm quorum and voting, then obtain the required minute-book signature. Under the circulating-resolution rule, all directors entitled to vote sign identical wording, and the last signature determines passage. A sole director of a proprietary company records and signs the resolution.
The Corporations Act sets out those arrangements in sections 248A, 248B and 251A. Keep the signed record with the supporting financial evidence and annual-review file.
Preparing this record is separate from lodging a required statement. The tool sends nothing to ASIC and provides no signing service. Clear record removes your entries from the page. A downloaded copy stays where you save it.