Company registration in Australia involves setting up a company as its own legal entity, which lets you conduct business throughout Australia. You can also make use of other privileges, such as corporate tax rates or limited liability. In Australia, the most common types of company are: 'proprietary limited' companies (cannot raise money from the general public through share issues) 'public' companies (usually formed to raise or borrow public money by listing the company's shares for trading on a stock exchange).All companies are governed by the Australian Securities and Investments Commission (ASIC), which administers the Corporations Act 2001 (Commonwealth) and other legislation. Public companies must also comply with the rules of the Australian Stock Exchange.Advantages of a company include that: • Liability for shareholders is limited. As a general rule company carries legal and commercial risk as a separate legal entity which is seperate entity to the shareholders / directors that. control the company. • it's easy to transfer ownership by selling shares to another party. Simple transfer forms can be completed to transfer the company shares to a new shareholder. • shareholders (often family members) can be employed by the company with flexible income tax rules on distribution of income. Enjoy the use of tax credits company pays which. may be passed on to shareholders (i.e no double taxation on company profits in the hands of shareholders in most cases) • the company can trade anywhere in Australia. A Private company can also trade in Overseas jurisdictions. Please consult your tax professional for additional tax advise. • taxation rates can be more favourable then personal individual tax rates. Private companies currently enjoy a flat 27.5% tax rate where annual turn over of a company is less than $50m. • Enjoy access to Research & Development and Export Development Grant concessions which are generally availabl only to Pty Ltd companies (not sole traders) Disadvantages of a company include that: • the company can cost more to establish, maintain and wind up then a sole trader business • the reporting requirements can be more complex, however the general advantages of a company often outweigh the additional compliance fees associated in running a company • your financial affairs of the company are governed by ASIC and information about directors and shareholders can be viewed by public. • if directors fail to meet their legal obligations, they may be held personally liable for the company's debts including profits distributed to shareholders are taxable. However tax credit. that company pays may be available to the shareholders. Setting a private company is east. Visit www.company123.com.au website where you will find useful links and information to register a company in under 5 minutes. Company123 offers simple all inclusive solution whether you a business owner setting up a business or you run an accountancy or legal practice and set up companies for Clients. Our support line is open 24/7 if you have any questions and we are always here to help and assist you with any of your questions. For online registration, you will need to provide the following information:For Directors & Secretaries: Full name, full residential address as well as the date and place of birth of each personFor Shareholders: Full name, address and number of shares for each shareholder of the company.General Information: The address of the registered office and principal place of business. You must get written consent from the people that will fill these roles:• Director (must be over 18)• Secretary (must be over 18)• Member (every company must have at least one member). Anyone can, however you must have at least one director that resides in Australia and a physical Australian address for the registered office of the company. If none of the directors are eligible to work in Australia you will be able to register a company but you may not be able to trade. If in doubt we recommend that you discuss your needs with an accountant or solicitor for professional advice. Company123 provides free consultations if needed and over the phone advice within business hours of 9-6pm at 03 9832 0660. In terms of providing Australian directorships, Company123 cannot provide a registered office service or resident director service to international applicants. To find some providers do a search for 'resident director service Australia'. We are an ASIC registered agent, agent no. 34511. ASIC registered agents can lodge documents including company registrations on behalf of third parties.We are also an ASIC accredited software provider. This means we have our own direct electronic link to ASIC, allowing us to lodge your registration at any time of day, any day of the week. To get started with your company registration, fill in our online form. For some more information on the registration process see the ASIC website. If you're an officeholder of a company, you must follow the requirements in the Corporations Act. This includes meeting your legal obligations , which includes:• ensuring company details are kept up to date• maintaining company records and details on the register• paying the appropriate lodgement fees and annual review fees as required. Officeholders are ultimately responsible for a company's adherence to the Corporations Act. See the ASIC website for more. A company can be formed with one person, as a proprietary company limited by shares can have one director and one share member who may be the same person. The total fee is $532 which includes all government fees, our service fee and GST. The ASIC registration fee is $495 and our service fee, inclusive of GST, is just $37.For $37 you get the convenience of being able to lodge your company 24/7 from the comfort of your own home/office, and also having all your company documentation such as consents, share registry, opening minutes etc automatically prepared for you. ASIC also charge an annual fee on the anniversary date of registration, ie if you registered a company today the annual fee would be payable in one years time. Annual fees vary depending on the type of company, they can be viewed on our ASIC fee page. Optional extras include: For an extra $50, Company123 as registered tax agents will apply for ABN, TFN and GST for your company. For an optional $55 extra Company123 will also print, bind and deliver your documentation. Individuals and shareholders can be shareholders of your company.A trust cannot own shares in a company because the law says a trust is not a separate legal person. For example, the 'John Smith Family Trust' cannot own shares or any other property.Even so, the trustee of a trust, in his, her or its capacity as trustee, is capable of owning shares and other property.Therefore, a trustee or a corporate trustee can own shares in a company - as long as you include the trustee's name and their capacity. In these cases, the trustee holds the shares in the company on trust for the beneficiaries of the trustee's own trust. Under Australian taxation law, every company carrying on business or earning income from property in Australia must have a public officer – unless the company is specifically exempted.The company decides who acts as public officer in accordance with its Constitution.The company must appoint a public officer within 3 months of the company:• commencing to carry on business; or• first earning income in Australia.If a company fails to appoint a public officer within the 3 month period, it is guilty of an offence for each day it does not have a public officer.The public officer must be at least 18 and must live in Australia. They must also be capable of understanding the nature of their appointment.The public officer deals with the Australian Taxation Office (ATO) in relation to the company's tax affairs and is responsible for ensuring that the company pays the correct amount of tax.If a company is in default, then the public officer is liable to pay any penalties. However, the public officer is not personally liable for payment of tax due by the company with the exception of certail liabilities such as supernnation payments due by a company and when it is not paid, Directors may be personally liable for unpaid superannuation of the company. Additionally certain Pay As You Go (PAYG) Withholding obligations in relation to tax withheld on employees wages, directors may be personally liable if the company does not remit the liability to the Australian Taxation Office in timely and due manner. With the exception of these liabilities all other debts of the company generally stay with the company unless the directors personally guarantee obligations to pay the debt for the company. A company name is not compulsory. The name of your company can be its Australian Company Number (ACN), the unique number automatically given to a company by ASIC when it’s registered. You can select to use the ACN as your company name when you complete your application and you won’t have to nominate a name. This is done using Company123's online form by: Choosing "No" to the question of whether you have a proposed company name. In terms of picking your company’s name, it cannot be identical to an existing name. You can check the database easily on the Company123 homepage. If you are the holder if an identical name, you may be able to register the name for the company in some cases:• If you are an individual business name holder, you must be a proposed company director or member• If the business name holder is a company, the same company must be a proposed member• If the business name holder is a partnership or a joint venture, each of the partners must be a proposed company director or member• If the business name holder is a trust, each of the trustees must be a proposed company director or member, and you have to provide ASIC with a copy of the trust deed.During company registration in Australia, names can also be rejected for the following reasons:• Contains certain words and phrases that cannot be used without the approval of a government minister• These include bank, trust, Royal, Incorporated• The name is considered offensive or suggests illegal activity. If your business is a company, then you'll need an ACN. By law, an ACN must be shown on a number of documents, including: If your company also registers for an ABN, then your ACN will form part of your ABN. In these cases, you won't need to display your ACN if your documents already display your ABN and company name. You are automatically given an ACN when you register a company. A company is an ultimate holding company of a wholly-owned group if it has a subsidiary and the company is not a subsidiary of another company. This means, the ultimate holding company owns or controls more than 50% of the shares in the subsidiary and can be referred to as the "controlling entity".The key element is control. One company controls a second company if it has the capacity to determine the outcome of the decisions of the second company's financial and operating policies.The ultimate holding company may have a number of subsidiaries. ABNs are not compulsory. However, there are many good reasons to have one, for example, ABNs help you: Also, you need an ABN to register for GST. Entities carrying on an enterprise in Australia with a GST turnover of $75,000 must register for GST. More information can be found at ato.gov.au. To obtain an ABN, your company must: To find an ABN: If you want to look up information about a registered ABN, such as to check that your details are up to date or check the details of a supplier, you can do this on the ABN Lookup website. ABN Lookup allows you to search publicly available information supplied by businesses when they register for an ABN. You can find the Australian Business Registry here. Goods and services tax (GST) is a tax of 10% on the sale (supply) of most goods and services consumed in Australia. In general, an organisation that is required by law to 'register' for GST purposes:• is required to pay GST to the Australian Taxation Office (ATO) if it sells something (ie, goods, services), and• can claim an 'input tax credit' from the ATO for the amount of GST included in the price of goods and services it purchases.Your organisation may be required by tax laws to pay GST on any goods and services it supplies. For further information see the ATO website. If you're closing your business, or changing your business structure, it's likely you'll need to cancel your ABN.You'll need to cancel your ABN when changing from a: Sole trader to a company sole trader to partnership partnership to company.If your business is no longer operating you need to cancel your ABN on the ABR website. You need to make sure:• the company's name is on display wherever the company conducts business and is open to the public• the company's ACN/ABN is displayed on any documents the company publishes• the company's details are kept up to date. Accordingly to the legal obligations and responsibilities under the Corporations Act, if there are any changes in the company, it’s important that you inform ASIC within 28 days.To inform ASIC of the changes, Company123 can file on your behalf form 484 simply known as “Changes to your company details” for your company as registered ASIC agent #34511.Common types of company changes you need to notify ASIC of: Change of Address: Register Address; Principal place of business activity; Officeholder’s address; Shareholder’s address. Appoint or Cease officeholders Appoint or Cease shareholders Change of name for officeholders or members Change share structure Shares transferDocuments required to be submitted to ASIC within 28 days of the change occurring. Failure to notify ASIC will result in the following late fees applying: $79 One month late $329 Over one month lateAs a registered ASIC agent, Company123 can assist you in preparing ASIC forms and other compliance documents for submission with ASIC on the same business day. Prices start from $50. Take advantage of Company123 Professional service of Company sercretarial and ease the burden of keeping up to date with ASIC changes to your company details.Simply click the following Link & complete a short form. If you no longer require to use a Pty Ltd company, Company123 can carry out official deregistration on your behalf. Deregistering a company means that you no longer have to continue your obligations as an officeholder and company ceases to exist. It might be worthwhile to apply for voluntary deregistration where a company is no longer trading or carrying on a business. In order to apply for a deregistration of a company with ASIC, the following requirements need to be fulfilled: all members of the company must agree to deregister; the company is not conducting a business; the company's assets are worth less than $1000; the company has no outstanding liabilities (e.g. debts); the company is not involved in any legal proceedings; the company has paid all fees and penalties payable to ASIC.As registered ASIC agent, Company123 can assist you in preparing all necessary ASIC form and other compliance documents to submit deregistration request to ASIC on the same business day. The cost of the service is $299 + GST (which includes ASIC fee).Simply click the following Link & complete a short form. Take advantage of Company123 professional service and order de-registration service today for any of your unwanted companies and save on incurring ASIC annual review fees. If your company has been deregistered, Company123 can assist you with the company reinstatement. Reinstatement will restore to the original status of a deregistered company with ASIC. To apply for reinstatement of company ASIC, following needs to be fulfilled: Applicant must have been an officeholder or member of company Consent of the directors Pay any outstanding ASIC fee at the time of deregistration including penalties or annual review feeCompany123 can carry out the reinstatement process. Simply click the following Link & complete a short form.
Company123 are IP agents that can guide you through the application and registration of both Australian and International trademarks. Trademarks are a form of Intellectual Property that allows your to distinguish the goods or services of your business from those of other businesses. It gives you exclusive rights to commercially use, license or sell the trade mark. This means that no one else in Australia can commercially use your trade mark within the class of goods and services its registered under. IP Australia is the government body that regulates all Intellectual Property in Australia. As IP agents, Company123 can guide clients through the application process, which involves the following steps: This is an optional step but is strongly advised to allow for clients to be well-informed before proceeding to application which can be costly.This process can involves: Trade Mark Search Report, prepared by our trade mark specialists. with the option to add an: Expedited Analysis Report, coordinated by Company123 with IP Australia which allows for both speedy analysis results and a quicker application process afterwards as well. You can read about this system on the IP Australia website.For further clarification on how Expedition works feel free to call our specialists at 03 9832 0660. Before submitting an application, there are some simple questions to answer first (when conducting an analysis prior to application, these questions are answered as part of the analysis). First, what type of trademark are you applying for? For example, a text or a logo? Each has to be a separate application. These are the most common types, but there are various specialised and niche types of trademarks, which can be found on the IP Australia website. Next, what class/classes your trademark should be registered for? There are 45 different classes, encompassing a wide range of goods and services. To help you decide what goods or services to list think about the exact nature of your business and ask yourself the following: Where do you derive your business income? What is the nature of your business? What are you known for by your customers/clients? What products or services does your business provide? IP Australia provides a Trade Mark Assist service that can help further determine what classes are best for your trademark. To lodge an application through Company123, this form has to be filled out.Once payment is made, Company 123 as IP agents proceed to lodge the same day, and the Notice of Filing is given by IP Australia within 1 business day. Next, the proposed trademark is taken under examination, which ordinarily takes 4-6 months.With Expedition, this can be cut down to 1-2 months. (important to note that although you will receive early acceptance, for official registration every trademark has to wait at least 7 months) If successful, the trademark will be issued a Letter of Acceptance, and will proceed to Step 5.If unsuccessful, IP Australia will issue an Adverse Report detailing the issue.From there, there are often options to overcome the objection.Sometimes this involves amending the application by limiting the scope, sometimes providing evidence of Prior Use.Further information can be found here. During this 2 month period, it is advertised for opposition purposes.If there is no opposition (which is common), the application will proceed to Step 6. When a trademark is registered, you will receive a Certificate of Registration and the trademark is valid for 10 years, after which it must be renewed. Company 123 can also handle all your international trademark needs.International Trademarks can be done concurrently as Domestic Trademarks using the Madrid Protocol system. Claiming PriorityIf applying for an international trademark within 6 months of lodging of a Domestic Trademark, the international trademark can claim priority and be backdated to the date of the original domestic lodgement.All countries covered by the Madrid Protocol can be found here.For more information on the international trademark process see here or call our trade mark specialists at 03 9832 0660.