Resident and Nominee Director Services Australia

Every Australian company needs at least one director who lives in Australia. If your owners and managers live overseas, you need someone local to fill that seat.

AusBusinessRegister.com.au provides that person. Our resident director services give your Australian company a qualified, compliant director. Our team has more than 15 years of experience helping overseas businesses with ASIC registration and compliance.

Nominee Director Services Australia

A nominee director is a professional appointed to your board to meet a legal requirement. In Australia, that requirement is usually residency under the Corporations Act.

So "nominee director" and "resident director" often mean the same service. You get a qualified person who ordinarily resides in Australia and sits on your board. If you are searching for a nominee director in Australia, this is the service you need.

Our nominee directors are not passive figureheads. They are CA/CPA-qualified governance professionals with Tax Practitioners Board registration and ASIC agent authorisation. They understand their duties under sections 180 to 184 of the Corporations Act. They also carry professional indemnity insurance.

Looking for a nominee shareholder? That is a different service. A nominee shareholder holds shares for privacy and does not sit on the board. See our Nominee Shareholder Services.

The Resident Director Rule (Section 201A)

Section 201A of the Corporations Act 2001 sets the rule. A proprietary company (Pty Ltd) must have at least one director who ordinarily resides in Australia.

The rule applies from the day the company is registered. It must be met for the whole life of the company.

Why Australia requires a local director

• Accountability. ASIC and the ATO can reach a responsible officer in Australia.
• Creditor protection. Suppliers and lenders have at least one director within reach.
• Local knowledge. A local director knows Australian business practice and law.

What "ordinarily resides" means

The Corporations Act does not define "ordinarily resides". The question is where the person's life is really centred. Relevant factors include:

• Home. Where they keep their main home and belongings.
• Family and social ties. Where their immediate family lives.
• Time in Australia. How often, and for how long, they are here.
• Administrative ties. Where they vote, hold health cover and pay tax.

Substance matters more than form. An Australian passport or postal address is not enough if the person lives elsewhere. A German citizen living permanently in Melbourne can qualify. An Australian citizen living in Singapore cannot.

Director Rules by Company Type

The number of resident directors you need depends on the type of entity.

Most foreign businesses use a Pty Ltd. Overseas owners can sit on the board alongside the Australian resident director. That way you keep control while meeting the residency rule.

A public company suits larger operations, public fundraising or a planned ASX listing.

A branch is different. It has no Australian board, so it needs a local agent instead. Our branch establishment services page explains that structure.

What Our Resident Director Service Includes

Our directors are qualified governance professionals, not passive signatories. The service covers five areas.

1. Board appointment

• A qualified individual joins your board as a director.
• Your company meets the section 201A residency rule.
• We prepare the written consent and identity checks for ASIC.

2. Address and mail

• A compliant registered office address in Australia.
• A principal place of business address for ASIC records.
• Receipt and forwarding of regulatory and legal mail.
• Secure handling of sensitive documents.

3. ASIC compliance

• Form 484 lodgements for director appointments and changes.
• Annual review statement and fee payment.
• Solvency resolutions and director declarations.
• Change notices lodged on time.

4. Document signing

• Signing resolutions, contracts and documents that need a director.
• Signing bank documents to open an account.
• Signing ASIC forms and statutory declarations.

5. Governance support

• Company secretary services on request.
• Statutory registers (members, directors, charges).
• Minutes and meeting records.
• An annual compliance calendar.

Our nominee directors carry professional indemnity insurance. Each appointment runs under a written service agreement that sets out who does what.

How to Appoint Our Resident Director: 5 Steps

1. Initial discussion. We talk through your structure, shareholders and plans. We confirm a resident director suits you (a branch needs a local agent instead) and agree a timeline.
2. Identity and compliance checks. We run the standard KYC and anti-money laundering checks. You provide company documents, ID for existing directors and major shareholders, and a short outline of your Australian activities.
3. Service agreement. We sign an agreement covering the scope of the role, fees, communication and how the appointment ends.
4. Consent and ASIC lodgement. Our director signs a consent to act. For a new company, this goes in with the registration. For an existing company, we lodge Form 484 with ASIC.
5. Service starts. Once ASIC records the appointment, you receive an updated company extract, your account manager's details and a compliance calendar.

How long it takes: an appointment to an existing company usually takes 1-3 business days. A new company with our director takes about the same, once every director has a Director ID.

Resident Director vs Local Agent

These two roles are often confused. They apply to different structures.

Which do you need?

Choose resident director services when:

• You are setting up an Australian subsidiary company.
• You want to separate the parent's liability from the Australian business.
• Local partners, clients or lenders prefer an Australian entity.
• You expect long-term operations in Australia.

Choose local agent services when:

• You want to trade directly through your overseas company.
• Your Australian work is limited or project-based.
• Simplicity matters more than separating liability.
• Your tax position favours a branch over a subsidiary.

Talk to us before you commit to a structure. Or see our local agent services for branches.

Resident Director Fees

Our fees are fixed and annual, so you can budget with confidence.

A trading company costs more because it needs more oversight. Our director approves payments, reviews BAS and signs off financial statements.

Common bundles

• Company formation for a new subsidiary.
• ABN and GST registration for tax.
• ASIC corporate secretarial for full governance support.

Ask us for a fixed-fee package quote that covers everything you need.

Why Choose AusBusinessRegister.com.au

A resident director becomes a legal officer of your company. Choose your provider with care.

Our qualifications

• Tax Practitioners Board registration. Authorised to provide tax agent services.
• ASIC agent authorisation. We lodge company registrations and changes directly.
• Chartered Accountants (CA). Members of Chartered Accountants Australia and New Zealand.
• CPA Australia membership. With ongoing professional development.
• Australian Institute of Company Directors (AICD). Governance-focused training.
• 15+ years of experience. In company formation, compliance and corporate advice.

How we work

• We stay ahead of deadlines. We track due dates and prepare documents early, so lodgements are not missed.
• Clear role boundaries. Our directors meet the legal requirement. Day-to-day decisions stay with your overseas directors and shareholders.
• Plain language. Your account manager tells you what needs your input and what we handle.
• Full records. We document every action. That protects both sides and helps with future due diligence.

Frequently Asked Questions

Is an Australian resident director legally required?

Yes. Section 201A of the Corporations Act 2001 requires every proprietary company to have at least one director who ordinarily resides in Australia. A public company needs at least two. The rule applies whatever the nationality of the shareholders.

What happens if a company does not have a resident director?

The company breaches section 201A of the Corporations Act. A breach is a strict liability offence. The Act sets no specific penalty for section 201A, so the default applies: 20 penalty units, which is $7,280 at the current $364 unit (s1311F). A company can be fined up to 10 times that, $72,800 (s1311C).

Without a resident director, the company also has no local officer to sign documents, deal with ASIC or open a bank account. If your resident director resigns or moves overseas, appoint a replacement straight away.

Who is eligible to be a resident director?

A resident director must meet these tests:

• An individual aged 18 or over. A company cannot be a director (s201B(1)).
• Ordinarily resides in Australia. Australia must be where the person genuinely lives (s201A).
• Not disqualified. A person disqualified under Part 2D.6 needs ASIC permission or court leave first (s201B(2)). Automatic disqualification covers, for example, undischarged bankrupts and people convicted of certain offences (s206B).
• Has a Director ID. It must be in place before appointment.
• Gives signed consent. The person must consent in writing before appointment, and the company keeps the consent (s201D).

Citizenship does not matter. A permanent resident or visa holder who genuinely lives in Australia can qualify.

Is a nominee director the same as a resident director?

Usually, yes. In Australia, "nominee director" most often means a professional appointed to meet the section 201A residency rule. Both terms describe the same service. A nominee shareholder is different: it holds shares and does not sit on the board.

Can someone from overseas be a director of an Australian company?

Yes. There is no citizenship rule for directors. Your overseas executives can sit on the board alongside the resident director. Every director needs a Director ID before they are appointed.

What counts as "ordinarily residing" in Australia?

It depends on where the person's life is centred. Key signs are a main home in Australia, close family here, most of their time spent here, and ties such as tax residence and voter enrolment. Occasional visits or owning property here are not enough.

How long does it take to appoint a resident director?

For an existing company, we can complete the appointment and ASIC lodgement in 1-3 business days once the paperwork is complete. The usual hold-up is a Director ID for any overseas director joining at the same time. New companies take about the same time.

What duties does a resident director have?

Every director, including a nominee, has duties under sections 180 to 184 of the Corporations Act. They must act with care and diligence, in good faith and for a proper purpose. They must not misuse their position or information. Under section 588G, they must also prevent insolvent trading. A clear service agreement helps a professional nominee meet these duties.

Can we replace our resident director later?

Yes. You can change directors at any time. But section 201A must be met at all times. So appoint the new resident director before, or at the same time as, the old one resigns. We handle these handovers regularly.

Does a branch office need a resident director?

No. A foreign company registered as a branch (with an ARBN, not an ACN) needs a local agent under section 601CF. The local agent accepts documents and helps the company comply with Part 5B.2. It does not sit on the board. See our branch establishment services.

Can a resident director also be the company secretary or public officer?

Yes. A proprietary company does not have to appoint a secretary. If it does, at least one secretary must ordinarily reside in Australia (s204A Corporations Act). The same person can be director and secretary.

Separately, a company that carries on business or earns income in Australia needs a public officer. Our resident director can also take the company secretary and public officer roles, so you do not need three people.

How much does a nominee director cost in Australia?

For a non-trading company, our resident (nominee) director fee is From $6,000/yr + GST. For a trading company, it is from $12,000/yr + GST. The higher fee reflects extra oversight: approving payments, reviewing BAS and signing off financial statements.

We are a New Zealand company. Do we need an Australian resident director?

If you set up an Australian Pty Ltd, yes. A director who lives in New Zealand does not meet section 201A. If you register your NZ company in Australia as a branch instead, you need a local agent, not a resident director. See our guide for New Zealand companies expanding to Australia.

Other Services for Foreign Companies

• Company Formation Services: incorporation from name check to certificate.
• ASIC Company Compliance: annual reviews, change notices and lodgements.
• Non-Executive Director Services: independent board members for governance oversight.
• Corporate Secretarial Services: statutory administration and registers.

This content is general information only and is not legal, financial or tax advice. Laws and regulations change often. For advice on your circumstances, speak to a qualified adviser.