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Local director services for international businesses

We provide an Australian lawyer as your resident director, with the oversight the role actually requires.

Australia requires a resident director, and the requirement is not satisfied by a name on a form. Whoever takes the role carries personal legal duties for a company being run from another country, in another time zone, by people who do not report to them. That is a genuine exposure, and arrangements that pretend otherwise put both the individual and the parent at risk. Under the Corporations Act 2001 (Cth) (the Act) the duties are identical whether the director runs the business day to day or has never seen it.

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A director who can actually act

The person holding the role is informed enough to form the judgments the law requires of them.

Deadlines that are somebody's job

ASIC notifications and the annual review are tracked here rather than assumed to be handled somewhere else.

One relationship, not three

The director, the registered office and the legal advice sit with the same firm, so nothing falls between providers.

What does Australia require of a foreign-owned company?

An Australian proprietary company needs at least one director who ordinarily resides here, and a public company needs two. A foreign company that registers here without incorporating a subsidiary instead needs a local agent who is an Australian resident, and that agent answers for the company’s compliance. On top of whichever route you take sit a registered office address that ASIC can actually reach, an annual review each year with a fee and a check of the company’s details, and an obligation to notify ASIC within set periods whenever directors, addresses or share structures change. None of it is onerous. It simply has to be somebody’s job.

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Does my Australian company need a resident director?

A proprietary company needs at least one director who ordinarily resides in Australia. A public company needs at least two. A foreign company registered here without a subsidiary needs a local agent who is an Australian resident instead. ASIC enforces these, and a company that does not meet the requirement is exposed to compliance action.

Is a nominee director enough?

Not in any meaningful sense. A director who takes no active role carries exactly the same duties as one who runs the company, including the duty of care and personal liability for debts incurred while the company is insolvent. Being uninformed is not a defence, it is the thing that makes the position dangerous. That is why we treat the role as a real one and insist on the information that goes with it.

Do we need a subsidiary or can we register as a foreign company?

Both work and they suit different situations. A subsidiary is a separate Australian company, which contains liability locally and is usually simpler for contracting and employing. Registering as a foreign company avoids incorporating but means the foreign entity itself is trading here, with the liability and tax consequences that follow. The right answer depends on what the Australian activity actually is.

What does ASIC require each year?

An annual review on the anniversary of registration, which involves confirming the company’s details and paying the review fee. Separately, changes to directors, the registered office, the principal place of business or the share structure have to be notified within set periods, and late notification attracts fees. We manage both as part of the service.

Get the Australian side handled properly

Tell us about the Australian entity and what it will do here. We will confirm what your structure actually requires, what obligations attach to the local director, and set the arrangement up so it is genuine rather than nominal.

The name on the ASIC form is personally liable

You need a resident director so the Australian entity can exist, and the easy version of that is somebody who lends their name and does nothing else. The difficulty with the easy version is that the law does not recognise it. The director carries the duty of care, the obligation to know whether the company can pay its debts, and personal exposure if it keeps trading when it cannot, whether or not anybody kept them informed. An uninformed local director is not a compliance solution. It is a liability sitting in two places at once.

We will confirm what your Australian presence requires, whether a subsidiary or registration as a foreign company.
We will provide a qualified Australian lawyer to act as your resident director or local agent.
We will provide a registered office address for ASIC purposes.
We will manage the annual review and every ASIC notification inside its deadline.
We will advise the Australian entity on the legal questions it meets and coordinate with your own teams.

You are setting up in Australia and need a resident director

The business is expanding into Australia, or already sells here and now needs a local entity to hold a contract, employ somebody, or satisfy a customer’s procurement requirements. You have no Australian staff yet, or none senior enough to sit as a director. You need the resident director requirement met, an address ASIC can use, and somebody keeping the entity compliant. What you do not want is an arrangement that looks compliant to head office and is not actually being overseen by anyone.

What's included in your local director and administrative service

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Confirmation of the structure your Australian presence requires.
Resident director or local agent appointment.
Registered office address.
Annual review and ASIC notification management.
Ongoing Australian legal advice and coordination with your global teams.

Where nominee arrangements fail

The arrangements that go wrong are the ones where nobody treated the role as real. A director who has not seen the accounts cannot form a view about solvency, and the insolvent trading provisions make no allowance for that. ASIC notifications get missed because the person responsible sat in another jurisdiction and was not told a change had happened. Decisions get made by the parent and written up as Australian board resolutions that the Australian director never actually considered.

Each of those is an ordinary administrative failure right up until something goes wrong, at which point they become the evidence. A regulator or a liquidator looking at an Australian entity asks who was directing it and what the local director knew, and an arrangement designed to be invisible answers that question very badly. The exposure reaches the individual first and the group afterwards.

From a compliance requirement to a properly run Australian entity

We provide an Australian lawyer to act as resident director, and we treat the role as what it legally is. That means being informed enough to form the judgments a director has to form: seeing the financial position, understanding what the entity is contracting for, and being told before decisions are made rather than after they have been recorded.

Around that we run the administration. The registered office, the annual review, every ASIC notification inside its deadline, and a corporate record kept properly. We work directly with your legal and finance teams wherever they sit, so the Australian obligations are met without head office having to learn Australian corporate law. When something here needs a decision or raises a question, you hear it from your own lawyer rather than from a regulator.

How the arrangement works

From the initial requirement to an entity that stays compliant year on year.

Confirm what you need

We establish what the Australian activity requires, whether that is a subsidiary with a resident director or registration as a foreign company with a local agent.

Appoint and set up

We complete the ASIC appointment, establish the registered office, and put the reporting arrangements in place so the director can actually be informed.

Keep it compliant

We manage the annual review and every notification, advise on Australian legal questions as they arise, and coordinate with your teams offshore.

A resident director who is also your Australian lawyer

Running an entity in a country you are not in is mostly a problem of visibility. You cannot see what nobody tells you, the obligations are unfamiliar, and the first sign that something has been missed is usually a notice. What makes it manageable is having the person who holds the role also be the person who can explain what it means.

We act as resident director and local agent for international businesses operating here, and we advise those same entities on the Australian law they actually run into: contracts, employment, structure and regulatory questions. Because we take the director role seriously, we will also tell you when we cannot act, which is the answer worth having from anybody offering this service.

Our great lawyer guarantee

Six principles we hold to, whatever you bring us and however long it takes.

Take the time

We listen carefully to understand what you want to achieve, then step you through the advice and the documents.

Share our knowledge

We pass on as much as we can, so you can make your own informed decisions.

Stick to our knitting

We only do what we are good at, so you never pay for our learning.

Work as one team

Someone is always available to answer your question or point you the right way.

Fair pricing

A fixed or capped quote for advice and documents, so you do not carry the price risk.

It is your show

We are in it for a front row seat to witness your success, not for our egos.

Get your Australian entity properly held

Tell us about the Australian entity and what it will do here. We will confirm what the structure requires, provide a resident director who understands the role, and keep the entity compliant, so nothing reaches you first as a notice from ASIC.

Speak to a lawyer 1300 654 590