Register a foreign company in Australia

Key points:

Foreign companies must be registered with ASIC to do business in Australia.
You must choose a company name that is not already used in Australia. There are some names that you cannot use.
To apply to register a foreign company, you must tell us general information about the company and how it will run.

Foreign companies

A company that is registered outside Australia is known as a foreign company.

Foreign companies must be registered with ASIC to conduct business in Australia. We will give registered foreign companies an Australian Registered Body Number (ARBN).

Foreign entities that are not considered foreign companies

Corporations sole, exempt public authorities and unincorporated bodies formed outside Australia are not considered foreign companies if they cannot own property or take legal action under the laws of the country where they were set up.

If a foreign company chooses to incorporate an Australian company (subsidiary) to conduct business in Australia, it does not have to register as a foreign company.

If you do not know if your entity is defined as a foreign company carrying on business in Australia, or if you should register a subsidiary, we recommend you get your own advice.

Obligations of foreign companies

Foreign companies have obligations under the Corporations Act 2001. These include maintaining a registered office, displaying the company’s name, using a local agent, and reporting to ASIC. Find out more:

Obligations of registered foreign companies

Choosing a company name

When you register a foreign company, you must choose a name that is different to existing Australian company and business names. To see if the name you want is available, do a Check Name Availability search.

There are other rules about company names that you should check:

Rules for acceptable company names

You can reserve a company name before you register:

Registering a foreign company

Before registering, foreign company directors need to have or have applied for a director identification number (director ID).

Director identification number

When you register a foreign company, you must tell us information about the company and how it will run. Use this form:

Form 402 Application for registration as a foreign company

You must also lodge 4 documents with your application.

A certified copy of the entity’s current certificate of incorporation or registration.
A certified copy of the entity’s constitution.
A memorandum of appointment of the local agent or power of attorney in favour of the local agent.
A memorandum stating the powers of certain directors.

1. A certified copy of the entity’s current certificate of incorporation or registration

The certificate must have been issued by a governing authority like ASIC. This is called an ‘ASIC equivalent’. It must be from the same country or place where the entity was incorporated or registered.

If you cannot get such a certificate of incorporation or registration, we will accept a certified copy of:

a certificate of good standing
a certificate of status
a certificate of legal existence, or
a certificate of current standing.

The certified copy must:

be certified as a true copy by the ASIC equivalent, and
be dated no more than 3 months before we received it, unless we allow a longer period.

2. A current certified copy of the entity’s constitution

The copy of the constitution must include all amendments that have affected the constitution up to the date you apply to ASIC. It must be certified as a true copy, no more than 3 months before it is lodged with ASIC. It must be certified by:

the ASIC equivalent
a notary public, or
a duly witnessed affidavit that is sworn in accordance with the legal requirements of the jurisdiction where it is made. If the affidavit is sworn in Australia, it must be made by a director or secretary of the entity.

If the entity does not have a constitution or uses some other form of governance, you must lodge with us a written statement about this. If possible, you should describe the legislation that governs the entity’s administration. This statement must be signed by an officeholder with an original signature.

3. A memorandum of appointment of the local agent or power of attorney in favour of the local agent

The memorandum or power of attorney must be executed by, or on behalf of, the entity. It must state the name, address and appointment date of the local agent who is:

an individual or an Australian company
resident in Australia
authorised to accept, on behalf of the foreign company, service of process and notices.

You must use this form:

Form 418 Memorandum of appointment of local agent

If a third party is lodging this information for the foreign company, they must also give us a copy of the document that gives them authority to do this. They must use this form:

Form 403 Verification of copy of document authorising on behalf of a foreign company, execution of a document appointing a local agent

4. A memorandum stating the powers of certain directors

If the application lists directors who are resident in Australia and members of a local board of directors, you must lodge a memorandum that outlines their powers.

Lodging the form and documents

You must use this form to apply for registration:

Form 402 Application for registration as a foreign company

The form must be signed by a director or secretary of the proposed foreign company, or the proposed foreign company’s proposed local agent.

There is a fee to register a foreign company. The current fee is {I09}.

If your proposed name is not available, we will reject your application. You can ask for a refund.

Send the fee, completed form and all supporting documents to:

Australian Securities and Investments Commission
PO Box 4000
GIPPSLAND MAIL CENTRE VIC 3841

When your application is processed and approved, we’ll send you a registration certificate and your Australian Registered Body Number (ARBN).