When you create a Family Discretionary Trust, it is often recommended to have a company act as the Trustee.
You must create the company before you create the trust.
We create the Company for you with the Australian Securities and Investments Commission (ASIC).
You control the company as the Directors and Shareholders. You also control the Trust as the Appointors and Trustees.
Company Records Folder
Our Company Folder contains all the documents you need:
- Certificate of Incorporation
- Minutes & Consents
- Company Register
- Application for Shares
- Share Certificates
Action To Be Taken
We arrange the following steps to complete the establishment of your Company:
1. Forms to be signed as the Directors & Shareholders
- Consent to act as director
- Consent to act as Secretary
- Consent to act as Public Officer
If your company will occupy an address different from its registered address – you will need the “consent of the occupier of the registered office of the company” signed by the occupier of the registered address.
2. Shareholders must pay for the shares
Purchase price of shares
Before the directors can issue shares to the initial shareholders, the directors must collect the purchase price of shares from each shareholder. Directors can open a bank account with this money.
The director must issue a receipt to shareholders for all monies collected. Directors must ensure that the purchase price of shares is received and is banked and entries are made in the books of accounts of monies invested / used.
3. Sign the Constitution
The Constitution is executed by the Directors, and all signatures have to be witnessed by a third party.
4. Issue share certificates to shareholders
Directors must issue share certificates to the initial shareholders. Once the certificates are issued, they must be handed over to the shareholders, with a copy of the share certificates to be filed in the company register.
5. Contact your Accountant
We recommend that you discuss with your Accountant the need to register the company with the Australian Taxation Office (ATO). As the company will only be used as the trustee of your family discretionary trust, it is likely that it will be the trust, rather than the company, that is to be registered with the ATO.
Where the company will be registered with the ATO, Directors need to complete and sign the form “Application To Register For ABN For Companies”. You can also register your company with the ATO online on www.abr.gov.au
Once you register your company, you should receive the following from the ATO:
- Australian Business Number (ABN)
- Tax File Number (TFN)
- GST Registration confirmation (if applied)
- PAYG withholding Registration confirmation (if applied) if the company intends to employ people
6. Open bank account for the company
All assets of the company, including bank accounts, are held in the name of the company. You may need to provide your bank with a copy of an executed “Constitution” and “Certificate of Incorporation” when opening a bank account for your company. Some banks keep a copy of these documents for their records. Many banks will conduct a search to confirm that the directors listed on the constitution are as per the ASIC records.
7. Directors must implement their obligations and duties
The directors are responsible for all decisions made in relation to the company, including its investments & business. Directors have a responsibility to exercise due care, skill, and diligence in all their duties. This includes transactions in respect of the company’s investments, cash, financial, and books of records. Significant penalties may be imposed on directors who do not comply with various laws.
Australian Securities & Investments Commission
The registered office of the company will receive a letter from the ASIC notifying you on the corporate key of the company. The corporate key is an 8 digit number that you use when dealing with the ASIC.
On each anniversary of the date of incorporation, the ASIC will send an Annual Statement and an Invoice Statement for the annual review fee to the registered office.
Where there have been changes to the company, these changes are to be noted on the Annual Statement – and returned to ASIC. If the information contained in the Annual Statement is correct, you will not need to return the form to ASIC. The annual review fee is payable regardless of whether there have been any changes to the company. You will need to review the material received from ASIC each year as there processes may change.