Understanding the ‘Beneficially Owned?’ Question on ASIC Form 484
When notifying the Australian Securities and Investments Commission (ASIC) about changes to shareholders via Form 484, you are required to answer the question, ‘Beneficially owned?’ Understanding this question is essential for accurate reporting and compliance.
What Does ‘Beneficially Owned?’ Mean?
The question asks whether the shares are beneficially owned by the shareholder or held on behalf of a trust or another party.
- Beneficial Ownership: If the shares are beneficially owned, it means the shareholder enjoys the benefits of the shares, such as dividends, voting rights, and any capital gains.
- Non-Beneficial Ownership: If the shares are not beneficially owned, the shareholder is holding the shares on behalf of another party or a trust. In this case, the benefits of the shares are passed on to the ultimate beneficial owner.
| Beneficially Held? | Who gets the benefits of the shares (e.g. dividends)? |
|---|---|
| Yes | Shareholder |
| No | Not the Shareholder - the other party on behalf of which the shares are being held, e.g. trust |
Share Transfers vs Change of Beneficial Owners: Which transaction do I need?
Quick check: Has the registered (legal) shareholder's name changed, or is it staying the same?
- If the registered shareholder is changing → use Transfer of Shares.
- If the registered shareholder is staying the same, and only the party the shares are held for is changing → use Change to Beneficial Ownership.
Still not sure? Use the table below.
| Scenario | Does the legal owner on the register change? | Use this transaction |
|---|---|---|
| Shares are sold, gifted, or otherwise transferred to a new person or company | Yes | Transfer of Shares |
| Shares move to or from a trustee, or one trustee is replaced by another | Yes, the trustee is the legal owner | Transfer of Shares |
| The same trustee keeps holding the shares, but now holds them for a different trust or beneficiary | No | Change to Beneficial Ownership |
| A holding switches between beneficially owned and held-in-trust, with no change to the registered name | No | Change to Beneficial Ownership |
Example - Transfer of Shares: Trustee A Pty Ltd, as trustee for the Smith Family Trust, is replaced by Trustee B Pty Ltd as trustee for the same trust. This is a Transfer of Shares, because the legal owner recorded on the register has changed, even though the trust and its beneficiaries haven't.
Example - Change to Beneficial Ownership: Trustee A Pty Ltd continues to hold the same shares as legal owner, but the trust it holds them for changes from the Smith Family Trust to the Jones Family Trust. This is a Change to Beneficial Ownership, not a Transfer of Shares, because the registered shareholder hasn't changed.
Notification Requirements
If a change to the beneficial owner status takes place, this must be notified to ASIC on Form 484 within 28 days of the change.
Navigation
| From the Main Toolbar, go to Company. | |
| Select the Company from the list. | |
| Select Shareholders |
|
Click
Select Change to Beneficial Ownership
Instructions
CAS 360 will display the Change to Beneficial Ownership screen.
| Field | Explanation |
|---|---|
Transaction Date |
Input the Date of Change to Beneficial Ownership. |
| Shareholder | In the shareholder field, CAS 360 will display a list of the company's current shareholders. |
| Beneficial Owner | CAS 360 will automatically prefill this field if there is a beneficial owner. |
New Beneficial Owner |
Begin typing the new shareholder's name. CAS 360 will begin searching the Global Contacts screen for the person. If the Contact has not been previously added to the Global Contact screen, Click Add New How to remove non beneficial ownership This can be done by processing a change to beneficial ownership, but leaving the new beneficial owner field blank. |
Share Type |
In the Share type field, CAS 360 will display a list of the share types the shareholder holds. |
Number Of Shares |
Input the number of shares changing beneficial ownership. |
Meeting Status |
Select the meeting status of the member which will appear on the Resolutions. |
| Notes | Click |
Click
The Change of Beneficial Owner transaction will now appear in the Shareholders screen. Hover the mouse over the icon to display the name of the Beneficial Owner, as well as their Address, Email, Mobile, TFN, ABN and Place of Birth as seen below.
Forms Prepared
In the Document Production screen, CAS 360 will automatically select the documents required:
- Directors Meeting Minute or Resolution
- ASIC Form - Change to Company Details Form 484 Section C
- Register of Members
- Share Certificate
- Members Meeting Minute
- Members Consent
- Share Transfer form
Note: ASIC does not keep detailed information for the beneficial owner, but only the beneficial ownership status.
CAS 360 allows you to prepare documents and then notify ASIC through electronic lodgement via the Documents Screen. For more information on how to do so, click here.
Note: Simply editing the beneficially held status on an existing allotment or share transaction will not generate a lodgement form. If you change the beneficial status that way, CAS 360 does not automatically prepare ASIC Form 484. To produce a lodgement form (for ASIC), the change must be processed using the Change to Beneficial Ownership transaction instead of editing the allotment or existing share entry. This ensures the correct form is prepared for lodgement with ASIC