Corporate Services
At Forbes Holland, we offer a full range of corporate services.
Compliance with the Corporations Act 2001 is crucial for protecting your business and maintaining its integrity.
Our experienced team is here to help you navigate the complexities of corporate governance, reporting, and regulatory requirements, ensuring that you stay on track.
Trust us to partner with you in safeguarding your business’s success and compliance in a constantly changing regulatory landscape.
As a registered ASIC agent we play a crucial role in assisting companies with their compliance obligations under the Corporations Act 2001 and other relevant legislation.
We act as an intermediary between companies and the Australian Securities and Investments Commission (ASIC), handling tasks such as lodging annual company returns, updating company details, and ensuring that all regulatory filings are completed accurately and on time.
ASIC agents help businesses navigate the complexities of corporate governance, providing guidance on compliance requirements and best practices. Our expertise helps to mitigate risks, maintain good standing with ASIC, and ensure that companies fulfill their legal obligations efficiently.
There are residency requirements for Australian company officers.
We are able to appoint an experienced and Australian-based Resident Director, Company Secretary and Resident Public Officer to expertly manage your compliance, legislative and regulatory requirements.
Tap into our experience to ensure your business remains compliant. Regardless of your company’s size, we are here to support and guide you in safeguarding your business interests.
Our appointees are dedicated to your company’s best interests and recognize their role as representatives of the shareholders when interacting with regulatory authorities.
We provide valuable advice on governance and compliance based on our wealth of experience.
Resident Director
This appointee will fulfill the necessary responsibilities of a local director, including:
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Signing documents for submission to regulatory authorities (e.g., ASIC and ATO)
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Acting as the shareholder’s representative to ensure compliance
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Communicating with regulatory authorities and financial institutions
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Offering general advice on the Australian corporate, legal, and financial landscape.
Resident Company Secretary
This appointee will offer a comprehensive suite of corporate governance and compliance services, including:
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Planning and managing Board, committee, and shareholder meetings
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Preparing and submitting official forms
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Maintaining statutory registers
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Providing general governance and compliance advice
DESIGN
Resident Public Officer
This appointee will serve as the liaison with the Australian Taxation Office by:
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Managing all correspondence and communication with the ATO
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Acting as the company’s registered representative with the ATO
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Signing official documentation and lodgements for submission to the ATO including income tax returns and business activity statements.
What is an Australian resident director? According to the Corporations Act 2001, all companies in Australia, both public (ending with “Ltd” or “Limited”) or private (ending in “Pty Ltd”) require one or more directors who “ordinarily reside” in Australia. Private Companies require a minimum of one director, including at least one who must be a Resident Director (s201A(1)). There is no requirement for a Company Secretary in a private company, though if one has been appointed, they must also be a resident of Australia (s204A(1)). Public Companies require a minimum of three directors, two of whom must ordinarily reside in Australia (s201A(2)). Public companies are also required to appoint at least one Company Secretary who must reside in Australia (s204A(2)).
Who can be a director of an Australian company? The person must be over 18 years of age, and they must provide their consent A private company or proprietary company will need to have at least one director who must ordinarily reside in Australia The law does not allow you to a director of a company (without court consent) if: You are currently bankrupt You are still subject to a personal insolvency agreement or composition under the Bankruptcy Act 1966 Have been convicted of offences like fraud or breaching your duties as an officeholder
Can a non resident be a director of an Australian company? Yes, a foreign tax resident can be a director of an Australian company provided that they fulfil all the eligibility requirements for directorship, and that the company also has a resident director appointed.
What are the consequences of not having a resident director? If a company does not have the requisite number of resident directors, it will be in breach of the Corporations Act 2001. This could result in the company paying penalties or being prosecuted for not meeting its statutory obligations.
What does it mean to ‘ordinarily reside’ in Australia? ‘Ordinarily resides’ is not a concept defined by the Corporations Act 2001 and the Australian Securities & Investments Commission (ASIC) has not provided guidance on what constitutes a resident of Australia. It is up to the individual to determine whether they ‘ordinarily reside’ in Australia, taking into account all circumstances, including their tax residency, citizenship or right of residence, domicile, home address, etc.
Why do directors need a director ID? Shareholders, employees, creditors, consumers, external administrators and regulators are entitled to know the names and certain details of the directors of a company. All directors are required by law to verify their identity with us before receiving a director ID. This is important because it will help to: Prevent the use of false or fraudulent director identities Make it easier for external administrators and regulators to trace directors’ relationships with companies over time Identify and eliminate director involvement in unlawful activity, such as illegal phoenix activity. Illegal phoenix activity is when a company is liquidated, wound up or abandoned to avoid paying its debts. A new company is then started to continue the same business activities without the debt. When this happens: Employees miss out on wages, superannuation and entitlements Suppliers or sub-contractors are left unpaid Other businesses are put at a competitive disadvantage The community misses out on revenue that could have contributed to community services.
Is director identification number mandatory? From on 1 November 2021, new legislation mandates that all company directors must apply for and hold a valid ‘Director Identification Number’— otherwise known as a Director ID. Company directors are required by law to apply for a director identification number (director ID). A director ID is a unique identifier that a director will apply for once and keep forever – which will help prevent the use of false or fraudulent director identities. All directors of a company, registered Australian body, registered foreign company or Aboriginal and Torres Strait Islander corporation will need a director ID. When you must apply depends on when you were appointed as a director: New directors appointed for the first time between 1 November 2021 and 4 April 2022 must apply within 28 days of their appointment From 5 April 2022, intending new directors must apply before being appointed Directors appointed before 1 November 2021 have until 30 November 2022 to apply.