This email contains important information for any person who is a current director or who is intending to become a director, of an Australian Company or Registered Australian Body. Read on...
Introducing Australian Director Identification Numbers (DIN)
The Australian Government has enacted legislation that requires new and existing company directors to apply for a Director Identification Number (DIN). This legislation - The Treasury Laws Amendment (Registries Modernisation and Other Measures) Act 2020 (Cth) - made certain changes to the Corporations Act 2001 (Cth) (Corporations Act) introducing the requirement for all Directors to acquire a unique DIN.
From November 2021, directors will need to verify their identity as part of the new DIN requirements.
The Director Identification regime is intended to tackle illegal 'phoenixing' activities and increase Director accountability and identification. For now, DIN information will be administered and stored by the Australian Business Registry Services (ARBN), a division of the Australian Taxation Office.
Who will need to apply
A DIN will be required for all directors, or persons intending to become directors (including alternate directors) of:
- a company;
- a registered Australian body;
- a registered foreign company registered under the Corporations Act; or
- an Aboriginal and Torres Strait Islander Corporation registered under the Corporations (Aboriginal and Torres Strait Islander) Act 2006 (Cth) (CATSI Act).
At this stage, DINs will not be required for company secretaries, or management committee members of an incorporated association established under State or Territory legislation (unless it is also registered under the Corporations Act as a registered Australian body).
How to apply - Australian Directors
A Director will need to apply for their own DIN. We are unable to make this application on your behalf. Applications can be made via the Australian Business Registry Services (ARBS) website at https://www.abrs.gov.au. Directors will need a myGovID to access the ARBS site.
How to apply - Non-resident Directors
For directors without Australian identity documents or access to myGovID, you will need to apply with a paper form and you will also need to provide certified copies of your documents to verify your identity. A downloadable application form will be available in November 2021. More information on these identity documents can be found here: https://www.abrs.gov.au/director-identification-number/apply-director-identification-number/verify-your-identity
When to apply
The Corporations (Director Identification Numbers - Transitional Application Period) Instrument 2021 (Cth) sets out the deadlines for current and proposed directors to apply for a DIN. The table below provides a summary of directors' obligations to apply within a certain time.
How will this impact our company registration services?
At this stage, there are no changes that have been made to the registration process for companies, and ASIC has not confirmed if and when the lodgement procedures for company registrations may be updated to include DIN information for company directors.
For now, how you register, search and obtain information from ASIC regarding a company will remain the same.
We suspect however that at some stage in the new year, the registration process may require a DIN or confirmation of DIN registration, to be provided to ASIC as part of either a new company application or appointment of an incoming director. We do not believe that DIN information will be disclosed on any publicly available ASIC database.
In the meantime, all directors or persons intending to be directors should be aware of their obligations under this new legislation. Company secretaries and persons managing corporations should also be aware of their obligations regarding DINs, and how that information is required to be managed.
So, what do I need to do with my DIN?
When you receive your DIN, you must provide it to your Company or Aboriginal and Torres Strait Islander Corporation record-holder. This could be the company secretary, another director, contact person or an authorised agent of the company. For any future company director appointments, you will also need to provide your DIN to the record-holder of those companies. In other words, each time you are appointed as a director of any corporation, you will need to disclose your DIN to the record holder of that corporation. There are no current requirements to separately notify ASIC of your DIN, although this may change in the future.
What happens if I do not apply for a DIN
Currently, it is not clear what penalties may apply for directors who fail to obtain a DIN within the specified timeframes, however, failure to do so will at the very least constitute a breach of the director's obligations under the Corporations Act.
Need assistance with applying for your DIN?
If you have any questions regarding your DIN obligations and the requirements for companies to gather and maintain this information, please contact us.
Please contact us to discuss our ASIC Corporate Management services on contact@abnaustralia.com.au.