Resident Director, Public Officer and Company Secretarial Service
The main hurdle for a foreign company looking to set up a local company in Australia is the legal requirement to have at least one resident director. This can be a significant challenge for companies without a presence or trusted individuals in Australia to fulfil this role.
Choosing MNY Group offers a unique benefit with their local directorship service, which guarantees compliance with all Australian regulations.
This service is perfect for entrepreneurs and businesses who want to establish an Australian company and operate remotely, ensuring all directorship duties are professionally and efficiently managed without needing a local presence.
Why would you need a resident officer service acting on your business’s behalf?
When setting up an Australian company, it is necessary to appoint both a resident director and a public officer.
Under the Corporations Act 2001, an Australian company must have at least one director who is ordinarily resident in Australia. This ensures that the company has a local representative who can be held accountable under Australian law.
It is a legal requirement under Australian tax law for companies to appoint a public officer who is ordinarily resident in Australia. This ensures that there is a designated individual responsible for the company’s tax compliance.
Resident Director
A Resident Director is a company director whose primary place of residence is in Australia, and they are present in Australia for a significant portion of the year.
The requirement for a resident director under the Corporations Act 2001 is different from the definition of a resident under immigration law.
The Australian Securities and Investments Commission (ASIC) does not specifically prohibit temporary visa holders from being directors as long as they meet the requirement of ordinarily residing in Australia. However, it is essential to ensure that the visa conditions align with the responsibilities and duration needed for the directorship.
Company Secretary
A company secretary is also considered to be a company officer under the Corporations Act 2001.
As a company officer, a company secretary has significant responsibilities and duties under the Corporations Act 2001, including but not limited to:
Similar to those of directors, company secretaries have fiduciary duties to act in the best interests of the company, including duties of care, diligence, and good faith.
Ensuring that the company complies with its statutory obligations under the Act, including filing necessary returns, maintaining statutory registers, and keeping minutes of meetings.
Supporting the board of directors in implementing and maintaining effective corporate governance practices.
Ensuring that the company meets its disclosure obligations, including notifying ASIC of changes to the company’s officers, registered office, and other significant events.
Maintaining accurate records of the company’s activities, decisions, and financial status, which are critical for regulatory compliance and transparency.
Public Officer
The public officer of a company is the person we normally deal with for the entity’s tax affairs such as record keeping and submitting company returns. The company’s rules or articles of association determine who can appoint a public officer. This is a decision to be made by the company. In some cases, it may be made by a director or board of directors. A public officer must be appointed within 3 months of the entity commencing business or deriving income in Australia.
A public officer must be an individual who meets all the following criteria:
- They are 18 years old or over.
- They ordinarily live in Australia.
- They understand the nature of the appointment.
The public officer must be :
- recorded as the public officer for the entity on ATO systems
- able to establish their identity at contact.
What are the compliance requirements for small businesses in Australia?
Small businesses in Australia must adhere to several compliance requirements to operate legally and efficiently. These include:
Define the need for an acquisition and identify potential targets.
Registering for Goods and Services Tax (GST) if annual turnover exceeds $75,000, lodging Business Activity Statements (BAS), and ensuring timely payment of taxes. Businesses must also withhold and remit Pay As You Go (PAYG) withholding amounts for employee salaries.
Maintaining accurate financial records, including income, expenses, and employee records, for a minimum of five years.
Complying with Fair Work Australia regulations, including minimum wage, employee entitlements, workplace health and safety standards, and superannuation contributions.
Obtaining necessary insurance, such as workers’ compensation insurance and public liability insurance.
Ensuring all required licenses and permits specific to the industry and location are obtained and kept up to date.
Might be required to submit an annual report to ASIC if the business is a registered company, detailing financial statements and other required information.
Ensuring compliance with these requirements helps small businesses avoid legal issues and penalties while maintaining smooth operations.
Compliance Requirements and Their Consequences
Managing a small business in Australia means adhering to a variety of regulatory obligations. Non-compliance can result in hefty fines, legal disputes, and even the forced closure of your business. Ensuring compliance not only protects your business from legal repercussions but also builds trust with your customers and stakeholders.
Here’s how MNY team can help you when you’re establishing a business in Australia
At MNY Group, we pride ourselves on our professionalism and expertise in helping businesses establish a strong foundation in Australia. With over 17 years of experience and a team of 30 seasoned professionals, we have successfully assisted more than 1,500 companies in navigating the complex regulatory landscape. Our deep understanding of Australian business laws and our commitment to excellence makes us the best option for ensuring your business complies with all legal requirements seamlessly.
MNY team may appoint an experienced and Australian-based Resident Director, Company Secretary and Resident Public Officer to expertly manage your compliance, legislative and regulatory requirements.
Here are the benefits you’ll get from using our service
Expert Guidance
Our team of experienced professionals provides comprehensive support throughout the entire business establishment process, ensuring you meet all legal and regulatory requirements.
Guaranteed Compliance
We ensure your business adheres to Australian laws, minimizing the risk of fines and legal issues. Our compliance guarantee gives you peace of mind, knowing that all statutory obligations are handled correctly.
Time and Cost Efficiency
By leveraging our expertise, you save valuable time and resources. We handle all the paperwork, registrations, and compliance tasks, allowing you to focus on growing your business.
Local Representation
We provide local resident directors and public officers, fulfilling mandatory requirements and ensuring smooth communication with Australian authorities.
Comprehensive Services
From business registration and tax compliance to employment law adherence and insurance guidance, we offer a full suite of services to cover all aspects of your business needs.
Tailored Solutions
We understand that every business is unique. Our services are customized to meet your specific requirements, ensuring the best possible outcomes for your company.
Ongoing Support
Our relationship doesn’t end once your business is established. We offer continuous support and advisory services to help you navigate any challenges and stay compliant as your business grows.
Proven Track Record
With over 1,500 successful company setups, our proven track record speaks for itself. We have the expertise and experience to ensure your business starts on the right foot
By choosing MNY Group, you are opting for a partner committed to your success, providing unparalleled support and ensuring your business thrives in the Australian market.
FAQ
Can a non-resident be a director of an Australian company?
Yes, a foreign person can be a director of a company in Australia, however, they cannot be a sole director of an Australian company. Section 201A of the Corporations Act 2001 sets out the minimum number of directors, including the minimum number of Australian directors that a company must have. It states that a proprietary limited company must have at least one director, who must ordinarily reside in Australia. A public company must have at least three directors and at least two directors who ordinarily reside in Australia.
Can a resident director also be appointed as a company secretary or public officer?
Yes, a resident director can also be appointed as a company secretary or a public officer. There are no legal restrictions preventing the same individual from holding multiple roles within the company, as long as they are capable of fulfilling the responsibilities associated with each position.
What is a Director Identification Number (DIN), and do I need one?
A director ID is a unique identifier a director applies for once and keeps forever – which will help prevent the use of false or fraudulent director identities. You do not need a director ID for each company.
All directors of a company registered Australian body, registered foreign company or Aboriginal and Torres Strait Islander corporation need a director ID.
What are the main responsibilities of a Company Secretary?
Traditional Responsibilities of Company Secretaries:
- Arrange and Hold Meetings:
- Schedule and organize board, committee, and general meetings.
- Ensure all participants are notified and prepared for meetings.
- Ensure Board Compliance with Policies and Procedures:
- Monitor adherence to the company’s governance framework and policies.
- Ensure compliance with legal and regulatory requirements.
- Record Meeting Minutes:
- Accurately document the business discussed at meetings.
- Distribute minutes to board members and ensure they are approved and filed.
- Maintain Financial Reports:
- Ensure timely preparation and filing of financial reports and statements.
- Collaborate with finance teams to ensure accuracy and compliance with financial regulations.
- Facilitate Directors’ Professional Development:
- Identify and arrange training and development opportunities for board members.
- Encourage ongoing education to enhance board effectiveness.
- Prepare and Send Board Reports:
- Compile and distribute reports on various aspects of company performance and compliance.
- Ensure that reports are clear, accurate, and timely.
- Update and Maintain Compliance Policies and Procedures:
- Regularly review and update compliance policies.
- Ensure policies are effectively implemented and maintained.
New Responsibilities Related to Board Performance:
- Advise on Corporate Governance Standards:
- Provide guidance on best practices in corporate governance.
- Keep the board informed of changes in governance standards and regulations.
- Involvement in Risk Management and Corporate Responsibility:
- Assist in identifying and managing risks.
- Promote corporate social responsibility and sustainability initiatives.
- Ensure Board Access to Information:
- Provide accurate and timely information to support board decision-making.
- Ensure access to necessary data and resources.
- Manage Director Induction and Manual:
- Organize induction programs for new directors.
- Maintain an up-to-date manual with essential information for directors.
- Organize Board Performance Reviews:
- Facilitate regular evaluations of the board’s performance.
- Identify areas for improvement and development.
- Manage Directors’ & Officers’ (D&O) Insurance:
- Ensure appropriate D&O insurance coverage is in place.
- Handle the renewal and claims process for D&O insurance.
- Formulate Board Policies:
- Develop and update policies governing board operations.
- Ensure policies comply with legal requirements and best practices.
What are the consequences of not appointing a Resident Director?
If a company fails to maintain the required number of resident directors, it will violate the Corporations Act 2001. This non-compliance can lead to the company incurring penalties or facing legal action for not fulfilling its statutory obligations.
How can I ensure my company remains compliant with Australian regulations?
To ensure regulatory compliance, businesses must stay updated with relevant regulations and implement effective policies and procedures.
Given the frequent updates and changes in legislation, managing these tasks internally can be costly and resource-intensive.
MNY Group offers comprehensive services to handle these responsibilities, ensuring your business meets all regulatory requirements efficiently and cost-effectively.
What services do you provide for foreign companies operating in Australia?
For foreign companies operating in Australia, MNY Group provides a range of essential services to ensure compliance and smooth operations:
- Local Directorship Services: Appointing resident directors to meet Australian legal requirements.
- Company Registration: Assisting with the registration of the company and obtaining an Australian Business Number (ABN).
- Tax Compliance: Managing GST registration, Business Activity Statements (BAS), income tax returns, and PAYG withholding.
- Resident Public Officer: Providing a local public officer to handle tax affairs and liaise with the Australian Taxation Office (ATO).
- Company Secretary Services: Ensuring all regulatory filings, record-keeping, and compliance with ASIC requirements.
- Bookkeeping and Financial Reporting: Maintaining accurate financial records and preparing necessary financial statements.
- Employment Compliance: Managing payroll, superannuation contributions, and adherence to Fair Work regulations.
By leveraging these services, foreign companies can establish and operate their Australian branches efficiently and in full compliance with local laws.
What ongoing support do you provide after the appointment?
After the appointment, MNY Group provides ongoing support to ensure your business remains compliant and operates smoothly:
- Regulatory Compliance: Continuous monitoring and updating of compliance with Australian laws and regulations.
- Financial Management: Regular bookkeeping, financial reporting, and preparation of annual statements.
- Tax Services: Ongoing management of GST, BAS, income tax returns, and PAYG withholding.
- Corporate Governance: Organizing and documenting board meetings, maintaining corporate records, and ensuring proper governance practices.
- Employment Compliance: Managing payroll, superannuation contributions, and adherence to Fair Work regulations.
- Advisory Services: Providing guidance on regulatory changes, business strategy, and operational improvements.
- Liaison with Authorities: Acting as the primary point of contact with ASIC, the ATO, and other regulatory bodies.
Our comprehensive support ensures your business stays compliant, allowing you to focus on growth and success.
How can I get started with your services?
Request a callback today. One of our experienced consultant will contact you within 24 hours.
