Nominee Director Service Australia
Tetra Consultants offers Nominee Director Service Australia for our international clients. Our full-service package includes Australia company registration, nominee director services, company secretary, public officer, registered office address and corporate bank account opening.
If you are just about to expand your business into Australia, you may be confused about the terms such as “nominee director” and “resident director”.
To put it simply, a resident director is someone who is either an Australian citizen or a permanent resident. He should also be located in Australia at least 183 calendar days per year.
A nominee director is a qualified individual who is appointed as your Australian company’s resident director. This individual will only be appointed in name and will not have any authority in your company. His main duties will include communicating with government authorities and banks, as well as ensuring that your company timely files annual returns and financial statements.
Regardless of the above, Australia Securities & Investments Commission (ASIC) states that as long as an individual is appointed as a company director, he or she will be responsible for the company’s corporate governance.
As such, finding a suitable candidate to take up the position of nominee director in Australia is time-consuming and challenging, especially if both parties are unsure of each other. This may result in delays during the Australia company registration process.
Tetra Consultants serves to bridge this gap by providing cost-effective nominee director service Australia, ensuring that all our clients can fulfil the Australia minimum officeholder requirements.
What is the resident director requirement in Australia?
- According to the Australia Corporations Act 2001, all private companies or limited liability companies (LLC) registered in Australia are required by Australia Securities & Investments Commission (ASIC) to appoint a resident director in Australia. This is to ensure that every company has a point of contact in Australia.
- The Australia nominee director should be at least 18 years of age and must ordinarily reside in Australia.
How Tetra Consultants provide Australia nominee director service?
- It is important to appoint a nominee director that has experience in corporate governance and annual reporting/filing. Our compliance team has done enhanced due diligence on the nominees, who are either our in-house employees or long-term partners. They are mostly professionals in the field of accounting or tax or law.
- Once engaged, Tetra Consultants will provide you the KYC documents of the Australian nominee director, including his passport copy, proof of address, non-criminal records and CV.
- Tetra Consultants’ legal team will also draft a nominee director agreement and statutory declaration to be signed by all parties. This is to ensure that the company is 100% under your management and that you are indemnified as well. Unless requested specifically, our nominee director service Australia does not include playing an active role in your business nor acting as a bank signatory.
- After settlement of the nominee director fee, Tetra Consultants will proceed to register the Australia company and appoint the Australian nominee director with the Australia Companies Register.
- The nominee director in Australia will not have access to your corporate bank account. This is to ensure that you can conduct business, without worrying about your funds being mishandled.
- If required, Tetra Consultant’s nominee director in Australia can also be appointed as the Public Officer (PO).
Advantages of using Nominee Director Service in Australia
- As it is mandatory to appoint an Australian resident director when incorporating an Australian company, this may result in foreign investors incurring additional costs during the business set up process. By appointing a nominee director, your business will be able to save overhead expenses while remaining compliant with the regulatory obligations.
- During corporate bank account opening in Australia, most Australian banks will require a local representative to visit the bank for identity verification purposes. Our nominee director will assist with this task, at no additional costs.
- If you prefer not to have your name appear on the Australia Companies Register, signing up for nominee director service Australia may be an optimum solution or you to maintain personal privacy.
- Tetra Consultants is able to provide the full suite of services for your Australian company to remain compliant.
- Our Chartered Accountant will be able to communicate directly with the nominee director for annual government tax reporting with Australian Taxation Office (ATO), minimizing communication breakdown or inconvenience for you.
What is required of you?
By being appointed as a resident director, our nominee will ultimately have to face litigation and fiduciary risks. As such, Tetra Consultants’ compliance team will require some input for our KYC checks. Some of these documents and information include:
- Identity documents of the Ultimate Beneficial Owners (UBOs) and non-resident directors.
- Documents of the parent company (in the event a corporate shareholder is appointed)
- Nature of intended business activity
- Whether this Australia company is a dormant or active company
Contact us to find out more about Australia nominee director services. Our team of experts will revert within the next 24 hours.
What is the definition of resident director?
- According to ASIC: Private, or proprietary companies (Pty Ltd) must have at least one director. A public company must have at a minimum, three directors, at least two of whom must ordinarily reside in Australia.
Can I be appointed as a director of an Australian company despite being non-resident?
- Yes, you can be appointed as a non-resident director of the Australian company. However, you are not allowed to be the sole director of the Australian company if you are a non-resident. You are still required to appoint a resident director, who is either a permanent resident or Australian citizen. Proprietary companies are required to have at least one director who has an ordinary residence in Australia. Non-residents can be appointed as directors if the company requires more directors to manage the company.
Is it mandatory to appoint a company secretary?
- No, it is not mandatory to appoint an Australian company secretary. Tetra Consultants’ accredited nominee director can undertake the duties of the company secretary. Our recommendation is to engage Tetra Consultants for the full suite of service package including nominee director service Australia, company secretary, public officer and registered office address.
What is the nominee director fee?
- This ultimately depends on business activity and whether the company is dormant or active. The best way to move forward will be for you to contact Tetra Consultants for a quotation.
Is nominee director a non-executive director in Australia?
- Yes, a non-executive director is a director who is appointed by shareholders or the Board to help govern the company and this includes nominee directors who are nominated by a nominator employed in the company. A nominee director is expected to act in the best interest of the company at all times and can only act in the interest of his/her nominator if the nominator’s interest coincides with the organization’s interest. If there is any conflict of interest, the nominee director can choose to either protect the company’s interest or resign from the company’s Board.
Who is eligible to be a director of an Australian company?
- In order for a person to be eligible to be a director of an Australian company, the individual must at least be 18 years old, and has provided signed and written consent to carry out the roles and responsibilities of a director. The individual cannot be a director if he/she is an undischarged bankrupt, or had previously entered into a personal insolvency agreement but did not comply with the terms of agreement. This individual also cannot have any previous convictions of dishonesty-related offences, such as fraud in the last five years (if imprisoned, five years from the date of release).
How to appoint an Australian resident director?
- An Australian resident director can be appointed through a resolution at a general meeting. The appointed director must meet the eligibility criteria and provide written and signed consent prior to the appointment in order to be properly appointed during the general meeting. The letter of appointment and relevant documents with the appointed director’s personal details should be formally submitted to the Australian Securities and Investments Commission (ASIC) within 28 days of the director’s appointment.
Does an Australian company need a resident director?
- Yes, all Australian companies must have at least one resident director under the Australia Corporations Act 2001. The individual can either be an Australian citizen or a foreigner who has established permanent residence in the country. There are no residency requirements for the other directors appointed in the company.
How many Australian resident directors do I need?
- At least one Australian resident director is required. Any non-compliance to this requirement will be a violation of the Corporations Act 2001 and can potentially result in heavy penalties or prosecution.
Do I need to appoint a company secretary as well as a resident director?
- No, a proprietary company is required to appoint at least one resident director but can choose whether or not to appoint a company secretary. If the company chooses to appoint a company secretary, the company secretary must be at least 18 years old and an Australian resident. In the event that the company does not appoint a company secretary, a nominee or the resident director can perform the responsibilities of the company secretary.