Tips for overseas entrepreneurs setting up an Australian Company

By Vivian Michael | International Startups

FAQ’s from entrepreneurs setting up an Australian Company

A lawyer's tips for overseas entrepreneurs launching a startup in Australia. 

If you are an overseas entrepreneur setting up a company in Australia, we have some useful tips to share with you based on some commonly asked questions.

1. Can I live overseas and set up an Australian company?

Yes, to do this, you will need to have at least one director that lives in Australia.

You can use of our director consent form below if you are appointing an Australian director.

Also, the Australian Institute of Company Directors has some useful resources for directors.

  • Have you been offered a director role ?

2. I don’t know anyone that is willing to be an Australian director for my company, what can I do?

For an annual fee, an Australian  resident  director service can supply a director for your company.

3. Do I need to give shares to the Australian resident director ?

No, you do not need to allocate shares to an Australian resident director.

Also, directors do not have to be shareholders and shareholders do not have to be directors.

Finally, you should note that you need to have the minimum office holders required to run your company structure otherwise the Australian Securities and Investments Commission (ASIC) may fine you.

4. How do I allocate shares to investors?

There are a few steps, let's go through each together below. 

a. term sheet

If you have not already, you should read our full article "4 tips for allocating shares to an investor"

First, discussions will take place with the investor, then the investor will usually present you with a term sheet that outlines the key terms for the share sale.

There is usually no intention for the term sheet to be binding.

b. share sale agreement

After the terms have been agreed in the term sheet, these terms will be included in a share sale agreement.

A share sale agreement outlines the sale terms. This agreement helps set clear expectations for the transaction and reduce disputes.

Make no mistake, unlike the term sheet, agreements are legally binding. If in doubt, get advice.

c. shareholder agreement

Then a shareholder agreement will be prepared to set out the roles and responsibilities of all shareholders including voting, share transfers and disputes

d. register the share allocation

Finally, you will need to notify the Australian Securities and Investments Commission of the share sale. If you are unsure of how to do this, a lawyer or accountant can help you. 

We have a bonus for you...

Below, you can download our complimentary templates, you can use them to allocate shares to investors.

5. What costs are involved in setting up a company structure?

The initial setup cost will include the ASIC fee, currently $479 and also the lawyer or accountant’s service fee.

ASIC also charges an annual renewal fee which is currently $254.

6. How long does it take to set up your Australian company?

Your company can be set up in minutes if you have the right information.

7. What information do I need to set up an Australian company?

If you want to set up your company quickly, you can download our checklist and registration form below.

Do you need help from an Australian business lawyer for startups ? Contact us today for help on info@michaellawgroup.com.au or 1300 478 278 Australia wide or on +61 2 9151 7233 from overseas. We are always glad to help.





About the Author

Vivian Michael is a lawyer and founder of Michael Law Group. Vivian’s mission is to make quality business legal services accessible to startups that would otherwise DIY, rely on legacy contracts or go without.

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