Company Registration Australia

Company Registration in Australia 

• Company registration in Australia can be a streamlined process with the right guidance. Tetra Consultants specializes in navigating the complexities of business setup in Australia, allowing you to focus your attention and resources on core business activities. 

• Our team of experts adopts a lean-and-mean approach, ensuring efficiency and effectiveness in every step of the registration process. From initial paperwork to final approvals, we are committed to providing a seamless experience, guiding you through the intricacies of Australian business regulations. 

• Our comprehensive business registration service package covers all essentials for establishing your presence in Australia. In order to register company in Australia it will require legal documentation to comply with requirements, we handle everything necessary to get your company up and running within the designated timeframe. 

• With Tetra Consultants at the helm, you can trust in our expertise and dedication to ensuring your company’s operational readiness. Let us navigate the registration process for you, allowing you to focus on what truly matters – growing your business in Australia. 

• Our services include: 

• • Company registration in Australia 
  • Nominee director and shareholder service 
  • Local company secretary and registered address 
  • Corporate bank account opening 
  • Australia Business Number (ABN) and Tax File Number (TFN) 
  • Tax registration and annual accounting services 

Advantages of company registration in Australia

 

Limited liability 

• Setting up a company in Australia offers limited liability protection to its owners, ensuring that their personal assets remain separate from the company’s assets. This legal structure shields owners from being personally liable for the company’s debts or legal obligations, mitigating financial risks and protecting their personal wealth in case of business-related liabilities or bankruptcy. 

Favorable business environment 

• The Australian government fosters a favorable business environment by maintaining a pro-business stance and enacting supportive policies. These include tax incentives and grants aimed at stimulating company growth and encouraging entrepreneurship. Such initiatives not only attract domestic and foreign investment but also incentivize innovation and expansion, contributing to a dynamic and competitive business landscape. Overall, these measures enhance economic prosperity and drive sustainable development in various sectors of the Australian economy. 

Access to funding 

• Companies registered in Australia benefit from access to diverse funding options, ranging from venture capital firms and angel investors to government grants. This breadth of funding alternatives provides entrepreneurs and businesses with the flexibility to secure financial support tailored to their specific needs and growth objectives. Such access to funding sources fosters innovation, facilitates business expansion, and contributes to the overall vibrancy of the Australian entrepreneurial ecosystem. 

Access to markets 

• Australia’s robust trade relationships with Asia, Europe, and North America position it as a key global trading hub, enhancing access to international markets for businesses. This strategic geographical location, coupled with the nation’s strong economic ties, presents lucrative opportunities for companies seeking to expand their reach beyond domestic borders. As a result, Australia offers a favorable environment for businesses aiming to tap into diverse and dynamic international markets. 

Access to skilled workforce 

• Australia boasts a well-educated and skilled workforce, particularly notable in sectors like technology and professional services. This abundant pool of talent contributes to the nation’s appeal as a favorable business destination. With a strong emphasis on education and training, Australian workers are equipped with the expertise and capabilities required to drive innovation and excel in various industries, further bolstering the country’s attractiveness for businesses seeking skilled employees. 

How much time does it takes for company registration in Australia? 

• Tetra Consultants promises to expedite your Australian company registration within 1 week. Upon receiving necessary due diligence documents from directors and shareholders, we promptly conduct a search for your preferred company name’s availability in the Australian Company Registry. The entire registration process is completed online, eliminating the need for you to travel to Australia. 

• Once incorporation documents are prepared, our legal team submits the application to the Australian Business Register (ABR). Within 4 weeks of company formation, you will receive vital legal documents, including a certificate of formation, memorandum & articles of association, and a register of directors and shareholders. These documents contain crucial details such as company name, number, incorporation date, and registered address. 

• Within 5 weeks, Tetra Consultants facilitates the opening of a corporate bank account opening with a reputable local or international bank, providing necessary forms without requiring your physical presence. If additional KYC verifications are necessary, we arrange online video conferences for all parties involved. 

Are foreigners allowed for company registration in Australia? 

• Yes, foreigners can register a company in Australia, even as ‘foreign companies’, through the Australian Securities and Investments Commission (ASIC). Only Proprietary Limited Company (Pty Ltd) type of company structure allows for 100% foreign ownership, with no requirement for a local shareholder. However, a private limited company must have at least one resident director. To register, foreign companies must submit a written statement if not governed by a written constitution.

• Additionally, all non-English documents must be translated by certified translators. Ongoing obligations include maintaining a registered office, appointing a local agent, displaying company information at business premises, and lodging annual returns and financial statements with ASIC. 

Types of business entities allowed for company registration in Australia 

Sole proprietorship 

• Choosing a sole trading business offers a cost-effective and straightforward option for individuals. Operating under one’s own name eliminates the need for a separate business identity. Registering for an Australian Business Number (ABN) simplifies transactions and exempts payments from withholding tax. Sole traders can utilize personal bank accounts yet must uphold financial records for a minimum of five years. If annual turnovers surpass AUD 75,000, Goods and Services Tax (GST) registration is mandatory, with quarterly tax instalments based on anticipated income. Deductible personal fund contributions are allowed, excluding wages treated as business income for tax purposes. 

Proprietary Limited Company (Pty Ltd) 

• In Australia, a proprietary company with limited liability establishes an autonomous legal entity separate from its founders and members, shielding them from personal liability beyond their share capital investment. Founders can serve as sole directors and shareholders, conducting business under the company’s name rather than their own. Conversely, public companies can sell shares on a stock exchange, raising capital from the public. 

• The most common business structure in Australia is the Proprietary Limited Company (Pty Ltd), akin to a Limited Liability Company (LLC) elsewhere. Pty Ltd, also known as a private proprietary company, is highly favored by foreign investors due to its straightforward and independent legal status. Governed by the Australia Corporations Act 2001, Pty Ltd requires at least one shareholder and up to 50 non-employee shareholders, offering limited liability and perpetual existence despite changes in ownership. 

• LLCs must annually file tax returns with the Australian Taxation Office (ATO) and register for Goods and Services Tax (GST) if turnover exceeds AUD 75,000. Statutory requirements include:

• A minimum of one local director. 

• For public company a minimum of 3 directors in which minimum of 2 directors must be resident of Australia. 

• A minimum of one shareholder without residency requirement. 

• Public companies can have multiple shareholders without a maximum cap. 

• There is no limit on the number of shares a private company can issue, as long as they are controlled by no more than 50 shareholders. 

• A company must have a registered office in Australia where it can receive official correspondence and notices. 

• Public companies must have at least one secretary who is ordinarily resident in Australia. 

• Considering variable revenue and utilizing current losses to offset future profits? An Australian LLC might suit your needs. Upon successful setup, Tetra Consultants provides essential identifiers like the Australian Company Number (ACN), Australian Business Number (ABN), and Tax File Number (TFN), along with tax registration services to ensure ongoing compliance. 

Partnership 

• Partnership, a business structure involving two or more partners distributing profits and losses, is popular among investors due to its minimal reporting requirements and straightforward setup in Australia.  

• Three types of partnerships exist: General Partnership (GP), Limited Partnership (LP), and Incorporated Limited Partnership (ILP).  

• Each partnership type necessitates obtaining separate Tax File Numbers (TFNs) and Australia Business Numbers (ABNs), with an obligation to file an annual Partnership Tax Return with the ATO, detailing income distribution among partners. 

• In a General Partnership (GP), partners assume unlimited liability, personally liable for debts or losses incurred. Conversely, a Limited Partnership (LP) offers safer liability, with partners held accountable based on their stated contributions in the partnership agreement. 

• The Incorporated Limited Partnership (ILP) combines features of both GP and LP, where partners enjoy limited liability, yet at least one general partner bears unlimited liability. Should business debts surpass limited partner contributions, the general partner assumes personal liability for outstanding debts. 

General requirements for partnerships in Australia are as follows: 

• Partnerships necessitate a formal agreement delineating profit sharing, roles, liabilities, and authorities.

• Partnerships may operate under individual partners’ names or choose a separate business name. 

• Partnerships are eligible to acquire an ABN for streamlined transactions and tax exemptions. 

• Partnerships exceeding AUD 75,000 in turnover must register for GST. 

• Partnerships operate under a TFN, filing tax returns reflecting income and deductions. 

• Generally, partnership funds are not tax-deductible, and profits are not considered wages. 

• Partnerships have the option to adopt a limited partnership structure to limit partners’ liability. 

Trusts 

• A trust is a business structure involving two parties: the trustee and the beneficiary. The trustee holds legal responsibility for all business assets and operations on behalf of the beneficiary. Unlike a separate legal entity, a trust does not incur personal income tax for beneficiaries who receive earnings from trust income.  

• Establishing a trust typically involves creating an official deed, which can involve significant fixed and variable costs. Unlike LLCs or Pty Ltd companies, trusts are not required to register with the Companies Registrar, offering enhanced privacy. However, trustees are obligated to handle annual administrative tasks. 

• Various statutory requirements for trusts are as follows: 

• The trust deed outlines trustee responsibilities, administration, and powers. 

• The trust utilizes its own Tax File Number for tax returns, covering profit, deductions, and distributions. 

• Operating under its own ABN, the trust requires GST registration if annual income surpasses AUD 75,000 (AUD 75 thousand) (AUD 150,000 for non-profits). 

• Beneficiaries make pay-as-you-go instalments on trust distributions; no tax applies if revenue benefits adult Australian beneficiaries. 

Branch 

• A branch serves as an extension of the parent company seeking to establish itself in Australia, with the parent company assuming full liability for all obligations incurred by the Australian branch. The parent company must register with the Australian Business Register (ABR) and Australian Taxation Office (ATO) while appointing a local registered secretary. Consequently, annual submission of financial statements, along with requisite documentation mandated by the laws of the parent company’s home country, is necessary to ASIC. 

Representative offices 

• A representative office serves as an avenue for foreign investors not actively engaging in business operations within Australia. Instead, they are limited to non-commercial activities like market research and marketing endeavors for their parent company. This business structure is favored by foreign investors aiming to establish their presence and assess market potential before committing to full-scale operations in Australia. 

Steps to proceed for company registration in Australia 

Step 1: Choose a business structure 

• Company registration in Australia offers various business structures to choose from, including Sole Proprietorship, Partnership, Limited Liability Company, Holding Company, Branch Office, and Representative Office.  

• Once our team of experts at Tetra Consultants comprehends your business model, requirements, and objectives, we will advise on the most suitable business structure for you in the context of company registration in Australia. 

• Tetra Consultants provide offshore company incorporation which will include choosing business structures. 

Step 2: Register the business with the Australian Business Registration System (BRS) 

• To commence your business endeavors in Australia, it is imperative to register with the Business Registration Service. This step ensures the acquisition of essential identifiers like the Australian Business Number (ABN) or Australian Company Number (ACN), contingent upon your selected business entity. Entrusting Tetra Consultants with this process guarantees seamless navigation through the registration procedure, ensuring compliance and facilitating the acquisition of necessary identifiers for your business in Australia. Moreover, Tetra Consultants are equipped with various incorporation services including acquisition of trade permits and business licenses including offshore financial licenses. 

Step 3: Register company business name 

• Tetra Consultants can assist you in securing your preferred business name by checking its availability and reserving it accordingly. This crucial step can be seamlessly integrated into the business registration process, ensuring a smooth transition. Alternatively, if you prefer, we can handle the application to the Australian Securities and Investments Commission (ASIC) on your behalf to secure your chosen business name. 

Step 4: Comply with pre-requisites 

• Depending on the business structure you will be required to comply with various pre-requisites. Tetra Consultants can help you in complying with various requirements which includes nominee director and shareholder services. For Proprietary Limited Company registration in Australia there are various requirements which are as follows: 

• At least one director residing locally is required. 

• For public companies, a minimum of three directors is mandated, with at least two directors being Australian residents. 

• A single shareholder is the minimum requirement, with no residency stipulations. 

• Public companies can have multiple shareholders with no maximum limit. 

• Private companies can issue an unlimited number of shares, provided they are owned by no more than 50 shareholders. 

• An Australian registered office is essential for official correspondence and notices. 

• Public companies must appoint at least one secretary who is an ordinary resident of Australia. 

• There is no minimum capital requirement for a proprietary limited (Pty Ltd) company in Australia. 

Step 5: Register your company 

• Further at Tetra Consultants, we will oversee the thorough review of your application and ensure all necessary documents, including the Articles of Incorporation, are accurately compiled and submitted. Moreover, Tetra Consultants will assist you with legal drafting of necessary documents required by your company. 

• Additionally, we handle the payment of government fees on your behalf during this stage of the process. Upon successful registration, Tetra Consultants efficiently gather all incorporation documents, including the Certificate of Registration and Memorandum and Articles of Association, providing you with a comprehensive and hassle-free incorporation experience. 

Step 6: Fulfill tax registration requirements 

• Tetra Consultants handles the registration of your business for tax purposes with the Australian Taxation Office, securing a Business Tax File Number essential for operations in Australia. Additionally, our team procures the necessary business license tailored to your business activity and location. We also facilitate the acquisition of any requisite business insurance, ensuring comprehensive coverage as needed. 

Step 7: Open a corporate bank account 

• Tetra Consultants specializes in facilitating a smooth corporate bank account opening process in Australia, ensuring our clients experience efficiency and ease. Leveraging our expertise, we streamline the procedure, allowing clients to initiate it online before their physical arrival in the country. This proactive approach saves time and minimizes hassle for foreign clients.  

• Understanding that document requirements vary among banks, Tetra Consultants diligently checks specific prerequisites for each institution. With Tetra Consultants, clients can expect their corporate bank account to be opened swiftly within 4 weeks of incorporation. We prioritize a seamless transition, making the banking process efficient and stress-free for our clients. 

What are the documents required for company registration in Australia? 

• While proceeding for company registration in Australia, a range of documents is needed, and the requirements may vary depending on your business activities. Tetra Consultants can supply you with a customized list of necessary documents for your specific business needs. Below is a general list of documents typically required for company registration in Australia. 

• Application Form   

• Written consent from each shareholder about the number of shares they agree to take.  

• Company constitution   

• Officeholders’ consent   

• Consent to act as Public Officer   

• Directors’ minutes  

• Certificate of Incorporation from ASIC   

• Australian Company Number (ACN)   

• Electronic Australian Registration Certificate   

• Certificate of Good Standing/ Certificate of Registration  

• Company search report 

For shareholders and directors:  

• Application for shares

• Share certificates  

• Shareholder and member registers   

• Notarized copy of identifications documents including Passport, Proof of address and proof of income of all the individual shareholders and directors. 

For corporate shareholders: 

• Share sale agreement,   

• Due diligence reports, and   

• Notification to the Australian Securities and Investments Commission (ASIC)  

• Latest filed directors’ report and accounts  

• Details of the registered office address  

• Principal place of business  

• Company secretary details  

• Appointed auditors’ details 

Accounting and tax obligations for company registration in Australia 

Accounting obligations 

• Proprietary Limited Company (Pty Ltd) companies generally have less stringent reporting requirements compared to public companies. 

• Public companies are subject to stricter financial reporting standards, including additional disclosure requirements to ensure transparency and accountability to shareholders. 

• Public companies are required to provide detailed income statements, balance sheets, and cash flow statements to report on financial performance and position. 

• Public companies must disclose any significant events or transactions occurring between the reporting period and finalizing financial statements. 

• All companies must maintain accurate financial records, prepare annual financial reports, and undergo external audits. 

• The Corporations Act of 2001 outlines these accounting obligations, including the submission of audited financial reports to regulators such as ASIC. 

Tax obligations 

Goods and Service tax (GST) 

• In Australia, the standard Goods and Services Tax (GST) rate is 10%. Businesses with a turnover of (AUD 75 thousand) or more must register for GST, and quarterly returns must be submitted to the government. For businesses generating a turnover of AUD 20 million or higher, monthly filings are required. It is crucial to stay vigilant with your financial management in these cases. 

Australian payroll tax 

• When hiring employees in Australia, it is essential to understand the financial obligations involved and incorporate them into your operating expenses. Employers are required to contribute 9.5% of an employee’s gross salary to the Social Security and Unemployment Insurance Fund, regardless of whether they operate as a Sole Trader or a Trust. Additionally, providing fringe benefits to employees, such as healthcare, gym memberships, or childcare, incurs a hefty 46% tax. Employers are also responsible for withholding payroll tax on employees’ wages, averaging around 5.5% depending on the local authority. 

Withholding tax 

• As a foreign investor operating in Australia, it is crucial to comprehend withholding tax regulations and the proper distribution of earnings to shareholders, both within and outside Australia. If you operate a subsidiary business, dividends distributed to Australian and foreign parent companies are exempt from withholding tax, provided the requisite corporate tax has been settled on profits. However, interest payments to foreign entities are subject to a 10% withholding tax, and real estate transactions are subject to property taxes imposed by local authorities, typically ranging from 4% to 7%. 

Corporate tax 

• To uphold fairness and transparency in the Australian tax system, the government provides extensive information about operating companies. For businesses incorporated in Australia and generating over AUD 100,000,000 (100 million) annually, an annual report containing company name, business number, and income details (including taxable income and tax payable) is mandated. When confidentiality is paramount, establishing a subsidiary may become essential. 

Regulatory requirements for company registration in Australia 

Directors and shareholders requirements 

• A minimum of one local director for a private company. 

• For public company a minimum of 3 directors in which minimum of 2 directors must be resident of Australia. 

• A minimum of one shareholder without residency requirement. 

General requirements 

• Companies must display their name and Australian Company Number (ACN) at all business locations open to the public. 

• No minimum capital required. 

• Companies must notify the Australian Securities & Investments Commission (ASIC) of changes such as company name, details, directors’ information, and share structure within specific timeframes.

• Directors of proprietary companies may appoint an auditor if one has not been appointed in a general meeting. 

• Companies need an ABN for business identification purposes. 

• A company must have a registered office in Australia where it can receive official correspondence and notices. 

• Public companies must have at least one secretary who is ordinarily resident in Australia. 

Why to proceed for company registration in Australia? 

Political 

• In 2024, the political landscape in Australia underscores why registering a company there is advantageous. With over 2 million actively trading businesses and a 3.1% market sector increase, Australia ranks 14th for ‘Ease of Doing Business report 2020‘ according to the World Bank. The nation’s policies offer a competitive 27.5% tax rate for all businesses, alongside tailored tax breaks and incentives for small enterprises. Australia’s robust infrastructure, skilled workforce, and supportive social programs further bolster its appeal for business registration. Additionally, government policies emphasize sustainability, advocating for regulations and incentives that encourage positive environmental practices among corporations. 

Economical 

• Proceeding for company registration in Australia in 2024 is bolstered by diverse economic factors and data that highlight the country’s favorable business landscape. Australia’s resilient economic recovery, marked by broad-based growth in consumption, investment, and exports, provides an advantageous setting for business activities. Small businesses remain integral, contributing nearly half of private sector industry employment and about one-third of private sector industry value added. Additionally, Australia offers various business structures, each with distinct legal characteristics and obligations. 

Social 

• In 2024, registering a company in Australia will be shaped by several social factors conducive to business growth. Australia’s robust social infrastructure and skilled labor force foster an environment supportive of entrepreneurship and expansion. Government policies aimed at curbing fraud and ensuring transparency, such as director identity verification and proposed public registers of beneficial ownership, enhance accountability. Despite the absence of a comprehensive ESG framework, ongoing efforts to address environmental, social, and governance issues underscore a commitment to responsible business practices. Additionally, legislation targeting modern slavery risks promotes transparency in supply chains. Competitive tax rates, notably a 27.5% rate for all businesses, alongside Australia’s strategic location and strong ties with Asia, further enhance the appeal of registering a company in Australia, offering opportunities for growth and increased market access in the Asia Pacific region. 

Technological 

• In 2024, technological factors will significantly influence company registration in Australia, supporting business growth and innovation. While the adoption of digital technologies by small and medium-sized enterprises (SMEs) remains low, government initiatives like the Small Business Digital Champions aim to enhance digital engagement, leading to increased revenue, competitiveness, and job creation. The rising use of blockchain technology across various sectors, coupled with its integration with other technologies, promises substantial economic value. Additionally, the growing utilization of Internet of Things (IoT) devices and sensors, alongside advancements in artificial intelligence (AI), offers opportunities to improve efficiency and productivity in sectors such as healthcare, finance, and manufacturing. As digital technologies become more prevalent, cybersecurity emerges as a critical concern, prompting government efforts to bolster innovation, particularly in blockchain, to support global supply chain management and tracking systems. 

Environmental 

• In 2024, environmental considerations play a pivotal role in company registration decisions in Australia, shaping business strategies and operations. Key factors include pollution and carbon emissions, predominantly from sectors like mining, manufacturing, and utilities, contributing significantly to global carbon emissions. Australia’s ambition to achieve zero emissions by 2050 may result in stricter regulations and incentives for sustainable practices across industries. Additionally, the government’s focus on sustainability aims to combat greenwashing and ensure transparent environmental claims by businesses, highlighting the importance of genuine sustainability efforts. Changing consumer preferences towards eco-friendly products and regulatory changes emphasizing financial transparency further impact industries, influencing consumer behavior and business operations, especially in sectors like automotive fuel and housing. 

Legal 

• Legal factors will continue to significantly influence company registration in Australia in 2024. The government’s Modernizing Business Registers program aims to establish a more efficient and secure business register system, requiring directors to verify their identity to combat fraud. Plans for a Public Register of Beneficial Ownership align with global standards, aiming for transparency and discouraging tax evasion. The Corporate Collective Investment Vehicle (CCIV) initiative aims to bolster Australia’s funds management industry and attract foreign investment. While lacking a comprehensive Environmental, Social, and Governance (ESG) framework, obligations are dispersed across jurisdictions, affecting companies based on size and industry. The Modern Slavery Act 2018 mandates reporting on modern slavery risks, enhancing supply chain transparency. Regulations like Foreign Account Tax Compliant Act (FATCA) and Content Restoration and Services (CRS) impose diligence on financial institutions regarding US entities, while stringent data protection laws, including the Privacy Act 1988, mandate compliance to protect customer privacy. 

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FAQ

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