You searched for LLC company registration in Australia, but Australia does not have LLCs. The LLC (Limited Liability Company) is a United States structure. Australia’s equivalent is the proprietary limited company, or Pty Ltd.
This guide covers how to register a Pty Ltd, including as a non-resident founder. Start with ASIC’s register a company guidance, then follow the steps below.
Can You Register an LLC in Australia?
No. The LLC is a United States structure with no Australian namesake. Australia’s practical equivalent is the Pty Ltd, a private company limited by shares, registered with the Australian Securities and Investments Commission (ASIC) under the Corporations Act 2001. It delivers the limited liability most searchers want. The rest of this guide walks the full registration.
What Is the Australian Equivalent of an LLC?
The Pty Ltd (proprietary limited company) is the equivalent. It is a private company and a separate legal entity, capped at 50 non-employee shareholders under section 45A of the Corporations Act 2001, and it cannot raise capital from the public. A Ltd (public company) can list and raise publicly. A sole trader trades as an individual with no separate entity. A partnership splits profit and liability between partners. A trust holds assets for beneficiaries through a trustee.
Here is how United States “LLC” terms map to Australia:
| United States / “LLC” term | Australian equivalent |
|---|---|
| LLC (Limited Liability Company) | Pty Ltd (proprietary limited company) |
| Articles of Organization | ASIC Form 201 (application to register) |
| Operating Agreement | Constitution or Replaceable Rules |
| Registered Agent | Registered office + resident director |
| Members | Shareholders and directors |
| EIN | ABN (Australian Business Number) + TFN (Tax File Number) |
| Certificate of Incorporation | Certificate of Registration + ACN (Australian Company Number) |
| Pass-through taxation | Company tax + dividend imputation (franking credits) |
Why Register a Pty Ltd in Australia?
A Pty Ltd gives you limited liability, separate legal status, and credibility. Under section 124 of the Corporations Act 2001, the company is a separate legal entity with the capacity of an individual, so it can sign contracts, own property, and continue beyond its owners. Shareholders’ personal assets sit behind that separation. Banks, clients, and investors take a registered company more seriously than a sole trader.
One United States benefit does not carry over. A Pty Ltd cannot elect pass-through taxation. It is taxed as a separate entity, explained next. If you are a foreign parent weighing entry options, compare structures in Commenda’s guide to setting up a subsidiary company in Australia.
Does an Australian Pty Ltd Have Pass-Through Taxation Like a US LLC?
No. A Pty Ltd is taxed as a separate entity at the company tax rate: 30% standard, and 25% for a base rate entity, per the ATO company tax rates. A base rate entity has aggregated turnover under AUD 50 million and no more than 80% passive income. Australia avoids double taxation on distributed profits through dividend imputation, using franking credits, which is a different mechanism from a United States pass-through election.
Can Non-Residents Register a Company in Australia?
Yes. Non-residents can own 100% of the shares, because there is no residency rule for shareholders. The constraint is on directors. Under section 201A of the Corporations Act 2001, a Pty Ltd needs at least one director who ordinarily resides in Australia. A public company needs three directors, with two resident.
Every director, including foreign directors, needs a Director Identification Number (Director ID) from the Australian Business Registry Services (ABRS) before appointment, per the ABRS Director ID rules. Non-residents who cannot use online myID verification lodge a paper form with certified identity documents, which the ABRS says can take up to 56 business days. Foreign founders appoint an eligible resident director or use a resident director service, and an ASIC-registered agent can lodge the registration on their behalf.
Can You Register an Australian Company Without a Physical Presence?
Yes, with two conditions. First, the company must have a registered office and principal place of business at a physical Australian address, and a registered office service can satisfy the registered office requirement. Second, the company still needs at least one director who ordinarily resides in Australia, as required by section 201A of the Corporations Act 2001. An ASIC-registered agent can prepare and lodge the registration remotely.
How Do You Register a Company in Australia? (Step-by-Step)
Follow these 12 steps to register a Pty Ltd:
- Confirm the structure. Check that a Pty Ltd fits, rather than a branch, trust, or subsidiary.
- Choose and check a name. Search ASIC’s register, avoid restricted words, or use the ACN as the name. Test availability with Commenda’s company name checker.
- Decide governance rules. Adopt a Constitution or rely on the Replaceable Rules in the Corporations Act 2001.
- Get Director IDs and consents. Each director obtains a Director ID before appointment, and directors, secretary, and members sign written consents.
- Confirm addresses. Set a registered office and principal place of business at a physical Australian address.
- Appoint a resident director. At least one director must ordinarily reside in Australia, or engage a resident director service.
- Lodge ASIC Form 201. File online through the Business Registration Service or via a registered agent, and pay the fee.
- Receive your ACN. ASIC issues the Australian Company Number and Certificate of Registration.
- Register for an ABN and TFN. Apply with the Australian Taxation Office (ATO).
- Register for GST. Register for Goods and Services Tax (GST) if turnover reaches AUD 75,000.
- Set up employer obligations. Register for Pay As You Go (PAYG) withholding and superannuation if hiring.
- Open a business bank account. Use your ACN, ABN, and identity documents.
You can lodge in about 15 minutes and receive the ACN within two business days, per business.gov.au. Commenda can run this end to end through its Australian incorporation service.
What Documents Are Required to Register a Company in Australia?
You need entity, officeholder, and identity details, not United States documents like Articles of Organization or an Operating Agreement. The table below lists what ASIC requires:
| Document / detail | Who provides it | Notes |
|---|---|---|
| Proposed company name (or election to use the ACN) | Founder | Checked against ASIC’s register |
| Registered office and principal place of business | Founder or registered office service | Physical Australian address |
| Director details, Director IDs, consents to act | Each director | Director ID from ABRS before appointment |
| Company secretary details | Founder | Optional for a Pty Ltd |
| Shareholder details and share structure | Founder | Number, class, amount paid or unpaid |
| Constitution | Founder | Only if not using Replaceable Rules |
| Identity documents | Directors and shareholders | Passports for non-residents; enhanced Director ID checks |
| Occupier’s consent | Property occupier | Needed if the company does not own the registered office |
How Much Does It Cost to Register a Company in Australia?
Registration is federal through ASIC, not state-based, so the original “fees vary by state” idea is wrong. ASIC charges one fixed registration fee, indexed each 1 July to the Consumer Price Index (CPI). The table below shows current fees:
| Fee | Amount | Source |
|---|---|---|
| ASIC company registration (Form 201, Pty Ltd) | AUD 636 from 1 July 2026 (AUD 611 in FY2025-26) | ASIC fees for commonly lodged documents |
| Annual ASIC review fee (proprietary company) | AUD 342/year from 1 July 2026 (AUD 329 prior year) | ASIC fee indexation |
| Late review-fee payment penalty | AUD 102 up to 1 month late; AUD 428 over 1 month | ASIC |
| Director ID application | AUD 0 (free) | ABRS |
| Business name registration | Separate ASIC fee, 1-year or 3-year option, indexed annually | ASIC |
You can confirm current figures on the ASIC fee schedule. Budget for recurring costs too: the annual review fee, plus resident director and registered office services, which are ongoing provider charges.
What Are the Tax and Compliance Obligations After Registration?
A Pty Ltd owes company tax, keeps ASIC and ATO registrations current, and files an annual review. The table below sets out the core registrations and thresholds:
| Obligation | Rule / threshold | Source |
|---|---|---|
| Company tax rate | 30% standard; 25% base rate entity | ATO company tax rates |
| Base rate entity test | Aggregated turnover under AUD 50 million and ≤80% passive income | ATO |
| GST registration | Mandatory at AUD 75,000 turnover; 10% rate | ATO |
| ABN and TFN | Required for invoicing, banking, and company tax returns | ATO |
| Director ID | Mandatory before appointment, in force since 5 April 2022 | ABRS |
| Annual review + solvency resolution | Pay fee and pass resolution within 2 months of the review date | ASIC |
| Non-employee shareholder cap | Maximum 50 (Corporations Act 2001, s113) | Corporations Act 2001 |
Register for GST as a foreign company once turnover reaches AUD 75,000. To open a business bank account, you provide your ABN, Certificate of Registration, and identity documents, which bridges the gap between registration and trading.
How Commenda Helps You Register a Company in Australia
Commenda registers your Australian Pty Ltd end to end. Its incorporation service handles document preparation, ASIC filing, and the resident director and registered office requirements that stop most foreign founders. After formation, Commenda’s entity management tracks your ongoing ASIC and ATO deadlines so nothing lapses.
Check a name with the company name checker and map filings with the compliance calendar. Book a demo to get a clear registration plan for your Australian entity, including your resident director options.
