What is a public officer and who needs to appoint one?
A public officer is the person responsible for the tax obligations of a company in Australia. Every company that carries on business in Australia or derives income from property in Australia must appoint one within three months of starting to do so, unless the Commissioner grants an exemption. The appointment only takes effect once the ATO has been given written notice of the officer’s name and an address for service. The public officer is the ATO’s primary point of contact for the company’s tax affairs.
The public officer must be a natural person (not a company) aged 18 or over, who is ordinarily resident in Australia and capable of understanding the nature of the appointment. The public officer can be a director, the company secretary, or any other person authorised by the company. In practice, the public officer is often one of the company’s directors or the company’s accountant.
The public officer is answerable for doing everything the company is required to do under the tax law, such as lodging returns, and in case of default is liable to the same penalties as the company (section 252 of the ITAA 1936), with the company jointly liable for those penalties. The public officer does not become liable for the company’s tax debt itself.
The company must notify the ATO of the identity of the public officer. If the public officer changes, the company must notify the ATO of the new appointment. This is typically done using the relevant section of the Tax File Number application or through a Change of Registration Details form (NAT 2943).
When registering a company through CoSec Partners with ABN and TFN registration included, we collect the details of the proposed public officer as part of the application process. In most cases, this will be the first-named director.
Frequently asked questions
Is the public officer the same as the company secretary?
No. The company secretary is a Corporations Act office dealing with ASIC and corporate governance. The public officer is a tax law appointment dealing with the ATO. The same person often holds both, but they are separate roles with separate obligations and separate notification requirements.
Can the public officer be held personally liable?
For penalties, yes; for the tax itself, no. Under section 252 of the ITAA 1936 the public officer is answerable for doing everything the company is required to do under the tax law, such as lodging returns, and in case of default is liable to the same penalties as the company. The public officer does not become liable for the company’s tax debt.
When does a public officer have to be appointed?
Within three months of the company commencing to carry on business or deriving income in Australia. In practice the appointment is usually made at registration, when the ABN and TFN applications are prepared, and the first-named director is nominated.
This article is general information only and does not constitute legal, financial, or tax advice. While we endeavour to keep content accurate and current, laws and regulations change frequently. For advice specific to your circumstances, please consult a qualified professional adviser. CoSec Partners Pty Ltd accepts no liability for actions taken based on this content.