Foreign-owned subsidiaries

Set up an Australian subsidiary, and keep it compliant

Foreign-owned subsidiaries need a specific stack of compliance services: ASIC, resident director, registered office, public officer, tax registrations, and ongoing change management. Most providers handle one piece. We bundle them.

The seven things on the compliance stack

All seven are statutory or strongly recommended. Skip one and you create a risk.

ASIC company registration

Pty Ltd registered with ASIC, ACN issued, certificate of registration delivered.

Resident director

At least one director must ordinarily reside in Australia under section 201A of the Corporations Act. We provide a senior staff resident director with proper indemnification structures.

Registered office

A physical Australian street address, not a PO box, where ASIC and tax correspondence is received and forwarded to the foreign parent.

Public officer

Required under the Income Tax Assessment Act 1936 for any company carrying on business in Australia, and generally to be appointed within three months after the company commences business or first derives income in Australia. Often the same person as a director, sometimes separate.

ABN, TFN and GST

Tax registrations with the ATO. A complete ABN application is often issued immediately; applications needing manual review are generally targeted within 20 business days. TFN at registration. GST if turnover exceeds $75,000.

ASIC annual reviews

Statutory annual review around the company's registration anniversary. Late fees apply.

Ongoing compliance

Form 484 changes for officeholders, addresses, share structure. Each typically with a 28-day deadline.

Why the bundle matters

These obligations are interlinked

The cost of triangulating between three or four providers is borne by the foreign parent, who is least equipped to do it.

These obligations are interlinked

A change of registered office triggers ASIC and ATO notifications. A new resident director triggers Form 484 and a DIN check. A new shareholder triggers share register updates and possibly an FIRB notification. Most providers handle one piece; the cost of co-ordination falls on the foreign parent.

Single point of contact

One engagement letter, one team, one phone number. Your group's in-house counsel or finance team deals with one person rather than four.

One compliance calendar

Every deadline tracked together. ASIC annual review, ABN/TFN obligations, FIRB approvals where applicable, all on one calendar that we manage.

Joined-up support

When a subsidiary also needs establishment or accounting help, we work directly with our sister firm ABN Australia, a separate business that looks after foreign companies setting up in Australia, so you are not coordinating between three firms.

A single engagement covering registration, directorship and ongoing compliance

A foreign-owned subsidiary engagement with CoSec covers ASIC registration, resident director, registered office, public officer, and ongoing ASIC compliance under a single engagement.

Tax registrations (ABN, TFN, GST), tax returns, and accounting are handled by our sister firm ABN Australia under a parallel engagement, with shared compliance calendar visibility.

The resident director role carries personal liability

Anyone who tells you it's a paperwork role is wrong. Here's how we think about it.

Personal liability under the Corporations Act

A resident director carries the same statutory duties as any other director: duty of care, duty to act in good faith, duty to prevent insolvent trading. Section 588G can attract personal liability for debts incurred when the company was insolvent.

Why we structure it this way

Our resident directors are senior staff with full visibility of the company's financial position. They have authority to refuse decisions that would expose them personally. They are insured under our D&O policy, but the structural answer is good governance, not insurance.

Documented authority matrix

Every resident director engagement has a written authority matrix specifying what decisions they can make, what requires parent approval, and how disputes are escalated. This is reviewed annually.

When we will not take the role

We do not provide nominee director services. Our resident directors actively participate in governance. If a foreign parent wants a name on the form with no actual involvement, we are not the right provider.

The compliance calendar at a glance

Event	Timing	Notes
Applying for an ABN	Before you need it	Apply once the company is carrying on an enterprise in Australia. A complete application is often issued immediately; one requiring review is generally targeted within 20 business days. The separate 28-day rule applies to keeping existing ABN details up to date after a change, not to obtaining the ABN.
Director appointment or resignation	Within 28 days	Form 484 to ASIC. DIN required for every director.
Change of registered office address	Within 28 days	Form 484 to ASIC. Triggers a separate notification to the ATO.
Change of share structure	Within 28 days	Form 484. Allotments, transfers, cancellations.
Annual review payment	On registration anniversary	Statutory ASIC fee plus solvency resolution by directors.
Tax return lodgement	By deadline set by tax agent or ATO	Out of scope for CoSec. Your accountant or tax adviser handles this.

When to involve our sister firm ABN Australia

Setting up and running the business sits with ABN Australia

CoSec Partners and ABN Australia are sister firms with common ownership. CoSec covers ASIC, resident director, registered office, and ongoing corporate secretarial work. ABN Australia specialises in foreign companies operating in Australia, with a broader range of business establishment, corporate and accounting services.

For foreign-owned subsidiaries this matters. Decisions made at setup affect compliance obligations for years afterwards, and because the two firms work closely together, we coordinate the answer rather than triangulating across firms.

ABN Australia → services for foreign companies

Resident directorsFor foreign-owned subsidiaries Company complianceThree service models For corporate clientsNo in-house function required Company registrationSame-day Pty Ltd

Talk to our team about your subsidiary

Send us the parent jurisdiction, the planned activity in Australia, and any immediate deadlines. We'll come back with a written engagement scope covering ASIC, resident director, registered office, and ongoing compliance.