Any company registered in Australia must have at least one director who normally lives in Australia; a public company must have at least three directors, of whom at least two normally live in Australia. That is the resident director requirement, and it is the wall many foreign companies hit when they consider incorporating locally: no resident director, no company. The requirement comes from the Corporations Act and is administered by ASIC, and it is one of the practical reasons a first hire in Australia is often made through an employer of record instead of a subsidiary.
What ASIC actually requires
ASIC's guidance on company officeholders states the requirement directly: proprietary companies must have at least one director who normally lives in Australia, and a proprietary company with crowd-sourced funding shareholders needs at least two directors with a majority normally living in Australia. Public companies must have at least three directors, not counting alternates, and at least two must normally live in Australia. Secretaries follow a similar pattern: a proprietary company does not need one, but if it appoints one, at least one secretary must normally live in Australia, and a public company must have at least one resident secretary. Every director must also obtain a director identification number before appointment, which involves an identity verification step with the Australian Business Registry Services.
Why nominee resident directors are not a paperwork trick
Because foreign parents often have no Australian resident on staff, a market of professional nominee resident director services exists. The role is real, not ceremonial: a director's duties under the Corporations Act, including the duty of care and diligence and the duty to prevent insolvent trading, attach to the person, and ASIC's officeholder guidance is built around those personal obligations. A serious nominee provider therefore charges for genuine oversight, requires indemnities, and expects visibility of the company's finances; a cheap one is either mispricing personal liability or not planning to perform the role. Factor in the annual fee, the indemnity negotiation and the oversight the nominee will demand before treating incorporation as the cheap path.
The EOR alternative for employment without a company
If the only reason for an Australian entity is to employ people, the resident director requirement is avoidable entirely: an employer of record already has an Australian company, resident directors and payroll registrations, and hires the worker on your behalf under its own structure. The trade-off is the standard one. An EOR spreads its compliance infrastructure across many clients and charges a per-employee fee, which is cheap at one to five heads and increasingly expensive after that. A company that expects to sign local contracts in its own name, hold licences, or build a large team will eventually need the entity and the resident director anyway, at which point the nominee cost is part of the entity budget, not an alternative to it.
Questions people ask about resident director australia
How many resident directors does an Australian proprietary company need?
At least one director who normally lives in Australia. If the proprietary company has crowd-sourced funding shareholders it needs at least two directors, with a majority normally living in Australia.
What about public companies?
At least three directors, not counting alternate directors, and at least two of them must normally live in Australia. Public companies also need at least one company secretary who normally lives in Australia.
Can a foreigner be the sole director of an Australian company?
Only if that person normally lives in Australia. A sole director who lives overseas does not satisfy the requirement, which is why foreign parents either appoint a local co-director, engage a nominee resident director service, or avoid incorporation by using an employer of record.
Does using an EOR remove the resident director requirement?
It removes the need to have your own Australian company at all, so the requirement never applies to you. The EOR's own entity, with its own resident directors, is the legal employer. If you later incorporate, the requirement applies to your new company in the ordinary way.