What are the ongoing annual fees & compliance obligations for ASIC registered Foreign Corporations?

What are the Ongoing Annual ASIC Fees for ASIC registered Foreign Corporations?

The prescribed annual ASIC return fee for a registered foreign company in Australia is currently AUD $1,433 (as at April 2024).

What are the Compliance Obligations for ASIC registered Foreign Corporations?

Notified Foreign Passport Fund Operations:

• If your foreign company operates a notified foreign passport fund, ongoing obligations apply, including reporting responsibilities to ASIC. Refer to Regulatory Guide 138 Foreign passport funds (RG 138) for more information.‍

Maintain a Registered Office:

• A registered office in Australia must be maintained, open every business day from 10 am to 12 pm and 2 pm to 4 pm. Notify ASIC if alternative hours apply. A company representative must be present during office hours.

Display Company Name and Details:

• Display the company name outside all public offices. Additional displays required for origin, 'registered office', and member liability notice if applicable.

Display ARBN Correctly:

• Display company name and ARBN on all public documents, including negotiable instruments. Notified foreign passport fund operators must include the Notified Foreign Passport Fund Registration Number (NFPFRN) and unique ASIC-assigned numbers.‍

Use of Abbreviations and Documentation Standards:

• Allowed abbreviations include 'Aust.', 'Regd.', 'No.', 'ARBN', and 'NFPFRN'. Meet paper form requirements for size, quality, text color, and margins.

Engage a Local Agent:

• A registered foreign company must have a local agent responsible for meeting obligations and may appoint multiple agents. Ensure a smooth transition if the agent changes by proper documentation.

Establish Branch Register of Members:

• Registered foreign companies with share capital may need to establish a branch register in Australia upon request by an Australian resident member. Compliance with member requests for registering or transferring shares is mandatory.

Lodge Documents with ASIC:

• Submit financial statements annually, ensuring compliance with reporting requirements. Exemptions and alternative forms are available based on specific circumstances.

Annual Return Filing:

• Lodge an annual return within one month after the annual general meeting. Compliance requirements detailed in Form 406, except for entities relying on specific relief provisions.

Late Fees and Compliance:

• Ensure timely lodgment of required documents to avoid late fees. Refer to INFO 30 for fee details.

Updating Company Details:

• Notify ASIC promptly of any changes in company, director, or local agent details. Utilize Form 406 for notifications unless specified otherwise in the table of changes.

Further Reading:

Detailed guidance on registering a foreign company with ASIC is available on the ASIC website: ASIC Foreign Companies Guidance.

Download the ASIC Regulatory Guide 58 for more information: ASIC Regulatory Guide 58.

Credits:

This FAQ was written by James D. Ford GAICD | Principal Solicitor, Blue Ocean Law Group℠.

Important Notice:

This FAQ is intended for general interest + information only.

It is not legal advice, nor should it be relied upon or used as such.

We recommend you always consult a lawyer for legal advice specifically tailored to your needs & circumstances.