Ongoing requirements for a foreign company registered in Australia
Australia is recognised for its reputation as an open, stable, globally connected economy. It’s no surprise that foreign businesses are making the move to expand their operations within Australia.
In doing so, foreign companies, once registered, have ongoing reporting and compliance obligations within Australia. See our article Registering a Foreign Company in Australia.
This article discusses the ongoing requirements for a foreign registered company. New Zealand companies can take advantage of specific exemptions to some of these requirements, which are discussed in our article Ongoing requirements for a NZ companies registered in Australia.
Maintain a registered office
Foreign companies are required to maintain a registered office in Australia. The office must be open every business day (Monday to Friday) from at least 10am to 12pm and 2pm to 4pm. The company may notify ASIC if these hours are unsuitable and provide alternative registered office hours. During the relevant office hours, a representative of the foreign company must be present at the registered office.
Display the company name
The foreign company must display the company name outside every office and place of business that is open to the public. Additional company information must also be displayed, including the company’s place of origin, the words ‘registered office’ at the registered office, and notice of the limited liability of any members by displaying the word ‘Limited’ or ‘Ltd’.
Display the ARBN correctly
The company must display its ARBN on all public documents. The acronym ‘ARBN’ may be used for this purpose.
Use a local agent
The foreign company must always have a local agent, who is responsible for any obligations the company must meet, and who may be liable for any breaches or penalties.
If the local agent ceases to act as an agent, the company must appoint another agent through either a memorandum of appointment, a power of attorney duly executed by or on behalf of the foreign company, or via form 404 notification of change to agent of a foreign company to appoint a new agent.
Notify ASIC of any changes
The foreign company must notify ASIC of any significant changes to the company within one month of the change occurring. This includes changes to the local agent, the registered office hours, the company name, the resident Australian directors’ powers, the director branch register, or if the company ceases to carry on business in Australia.
Lodge an annual return with ASIC
An annual return must be lodged at least once every calendar year and within one month after the date of its annual general meeting (AGM). If the company is not required to hold an AGM for any given reason, the annual return should be lodged at the same time each calendar year.
Paul Gray
Principal
T 03 5225 5231 | M 0414 195 886
E pgray@ha.legal
Hugo Le Clerc
Associate
T 03 5225 5213
E hleclerc@ha.legal
Maddi Batchelor
Graduate Lawyer
T: 03 5225 5214
E: mbatchelor@ha.legal
