Registering your company in Australia
Company registration in Australia occurs at a national level and you need to undergo a number of steps.
Deciding on a company structure that is right for you
Choosing a company name
Deciding how to operate your company
Understand your legal obligations as an officeholder
Get the consent of those involved in your company
Registering your company
Understanding your legal obligations regarding your company name, Australian Company Number (ACN) and Australian Business Number (ABN).
Detailed information on each of these steps can be found on the Australian Securities website.
Incorporating a business
A company in Australia may operate under one of the following structures:
- Company limited by shares
- Company limited by guarantee
- Company with unlimited liability
- A no liability company (but only where the company is established solely for mining purposes).
The most common choice for a foreign investor is a company limited by shares, which may either be a proprietary (private) or a public company or a branch of a foreign company.
Registered private company
At least one director of a proprietary company must ordinarily be a resident in Australia. The letters "Pty Ltd" must be used with the company name, and the company must apply and be granted an Australian Business Number (ABN) or an Australian Company Number. The subsidiary will also need a registered office in Australia.
Commonly, private companies are established by a lawyer or accountant. An investor may either incorporate a company or acquire a shelf company, which is an existing company, recently incorporated and available immediately.
Registered foreign companies
A foreign company conducting business in Australia, other than an Australian subsidiary, must register as a foreign company with the Australian Securities and Investment Commission (ASIC). This applies to those companies having a place of business in Australia, having a share registration office or dealing with property as an agent or trustee.
The overseas company must:
- Reserve the company name
- Lodge an application form with ASIC and other documents such as a certified copy of its certificate of incorporation
- Appoint a local agent in Australia
If ASIC is satisfied with the documents, registration takes approximately two weeks. Lodgement of financial statements and other on-going obligations also exist.
Acquiring an existing Australian company
An alternative to establishing a new company is to purchase the shares or assets of an existing Australian company. If considering this option, you need to be aware of take over and competition policy as well as foreign investment policies.
Trading under company and business names
A company can trade using either its registered name, under which it was created, or a registered business name. Availability of company names can be checked on the Australian Securities and Investments Commission (ASIC) website. Business names must be registered with the ASIC.
Legal and accounting services
In order to get your business going, you may need some local professional assistance. Melbourne offers a full range of professional services, including lawyers and accounting firms. You may like to explore the Invest Victoria Advisory Network.
Foreign Investment Review Board requirements
Investment by a foreign entity in Australia may require the formal submission of a proposal. This is subject to approval by the Australian Foreign Investment Review Board (FIRB).
The FIRB examines proposals and advises the Australian Government on whether those proposals are suitable for approval under the Government's policy. Whether a proposal is required to be submitted to FIRB by the investor depends on the monetary value, the nature of the investment, and type of investor.
For details on investments requiring submission, visit the FIRB website.