Corporate secretarial and board support for foreign-owned companies

By Ro Elvinia Marketing Manager

13 Oct 2026 · 6 min read

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Foreign companies establishing an Australian subsidiary or registering an Australian branch must meet local governance and reporting requirements, even when their directors and decision-makers are based overseas. ABN Australia provides corporate secretarial and board meeting support to help overseas parent companies, Australian subsidiaries and foreign company branches manage these obligations. 

Our services are particularly relevant to foreign-owned businesses without an in-house company secretary or local legal team to manage ASIC compliance, maintain statutory records and document directors’ decisions. 

What does corporate secretarial support cover?

Corporate secretarial support helps foreign-owned companies maintain accurate records, meet statutory deadlines and document corporate changes in accordance with Australian requirements. For foreign-owned businesses, this often involves coordinating with an overseas head office when the Australian entity appoints a director, changes its shareholding structure, approves a dividend or undertakes a corporate restructure. Our support includes: 

  • ASIC notifications: Preparing and lodging changes to directors, secretaries, officeholder details, registered office addresses and shareholdings within the required timeframes.

  • Annual company reviews: Reviewing ASIC annual statements, coordinating annual review fee payments and preparing solvency resolutions for directors to consider and pass.

  • Statutory registers and records: Maintaining registers of members and other relevant security holders, company minute books and constitutional documents.

  • Share transactions and corporate changes: Preparing resolutions and supporting documents for share issues, share transfers, dividend declarations, company name changes and constitutional amendments.

  • Registered office and local representation: Providing a registered office address, resident director services and local agent services where required.

  • Director ID assistance: Helping overseas directors understand the Australian director ID application process and their obligations.

These requirements apply throughout the life of a foreign-owned Australian entity. Directors remain responsible for their company’s compliance, even when they live overseas or engage an external provider to handle administrative tasks.

Why do overseas parent companies need local corporate secretarial support?

Overseas parent companies often rely on their Australian finance teams, external accountants or directors to manage local compliance. However, accounting and tax services do not necessarily cover every corporate governance obligation. 

Local support is particularly useful in the following situations:

  • Establishing an Australian subsidiary: The company needs appropriate officeholders, statutory records and governance arrangements from the outset.

  • Appointing or changing directors: The company must document the decision, update its records and notify ASIC within the applicable timeframe.

  • Issuing or transferring shares: The company may need board or shareholder resolutions, updated registers, share certificates and ASIC notifications.

  • Paying dividends: Directors need to document their decisions and ensure the company meets the applicable legal requirements.

  • Restructuring the Australian operation: Changes to ownership, company structure or constitutional arrangements may require formal resolutions and statutory documentation.

  • Managing an overseas board: Directors in different countries need a reliable process for approving decisions, signing documents and meeting Australian deadlines. 

ASIC notifications generally must be lodged within 28 days of a relevant change. Missing deadlines can result in late fees, and more serious compliance failures may lead to further consequences. 

A proprietary company must have at least one director who ordinarily resides in Australia. A foreign company registered in Australia must appoint a local agent. Overseas directors must also meet Australia's director ID requirements. Having a local team familiar with these obligations helps overseas head offices coordinate Australian compliance without managing every administrative detail themselves. 

What does board meeting support involve?

Board meeting support helps directors make and document decisions affecting the Australian entity. It is particularly useful when directors work across different countries or when the foreign-owned Australian business needs formal approval from its board or overseas parent company. 

Our support covers the meeting process from preparation to follow-up:

  • Before the meeting: we help prepare agendas, meeting notices and board papers, confirm quorum requirements and coordinate schedules across time zones.

  • During the meeting: We can attend in person or online to record minutes, resolutions, declarations of material personal interests and action items.

  • After the meeting: We finalise minutes, arrange appropriate signatures, follow up on actions and prepare any required ASIC notifications. Companies must record board minutes in their minute books within one month of the meeting. 

For routine decisions, we can also prepare circulating resolutions where permitted. This allows directors to document decisions without arranging a meeting, which can be particularly practical for overseas boards. 

We also assist with shareholder meeting documentation, including notices, proxy forms and minutes where required. 

How do corporate secretarial and board meeting services work together?

Board meeting support documents the decisions directors make. Corporate secretarial assistance ensures those decisions are properly recorded and any resulting compliance obligations are completed.

For example, when a foreign-owned Australian subsidiary issues shares to its overseas parent company, the directors may need to approve the transaction through a resolution. The company must then complete the relevant records, issue share certificates where required and notify ASIC of applicable changes. 

Without a coordinated process, a company may approve a decision but fail to complete the associated documentation or lodgements. Managing both services together helps maintain a clear record of corporate decisions and supports compliance as the Australian operation changes. 

Who should consider these services?

ABN Australia's corporate secretarial and board meeting support is suited to:

  • Overseas groups operating through Australian subsidiaries.

  • Foreign companies registered to carry on business in Australia.

  • Australian entities with overseas directors or parent-company approval requirements.

  • Small and medium-sized businesses without an in-house company secretary or dedicated legal team.

  • Companies undertaking share transactions, director changes, restructures or other significant corporate decisions. 

We provide local support for ASIC compliance, statutory records, board meetings and corporate changes, helping directors and overseas head offices manage their Australian obligations. Contact ABN Australia to discuss corporate secretarial and board meeting support for your Australian entity.

Last updated: 14th Oct 2026

About the Author

Ro Elvinia is ABN Australia's Customer Success and Marketing Manager. She holds a bachelor’s degree in mass communication, majoring in journalism, and also has an academic background in civil engineering. With over a decade of experience in professional writing and a background spanning journalism, Australian immigration, and business services, Ro brings a unique mix of communication and analytical expertise. She works closely with international clients and contributes to ABN Australia's content strategy, helping global businesses stay informed and confident as they navigate the Australian market. 

Frequently asked questions

A proprietary company isn’t required to have one, though at least one secretary must normally live in Australia if the company chooses to appoint a secretary.

At least seven years. Section 286 of the Corporations Act requires financial records to be kept for seven years after the transactions they cover are completed. Records can be kept electronically, but the company must be able to produce hard copies. Officeholders remain responsible even when the records sit with an accountant, a registered agent or an overseas head office.

No. A public officer is a tax appointment, not an ASIC one. Every company carrying on business or earning income in Australia must appoint a public officer within three months of starting. They must be 18 or over and ordinarily live in Australia, and they’re the ATO’s main contact for the company.

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Ro Elvinia

Marketing Manager