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To expand your Malaysian business into Australia and remain compliant with Australian law, you will take some key steps as a business owner.  This article will also highlight some factors you should know about Malaysian-Australian commercial relationships.  

Choosing an Appropriate Business Structure

Once you determine that you are conducting business in Australia, you can decide which business structure is most appropriate for you.  There are many different structures you may choose from, and these include setting up as a: sole trader; trust; company; joint venture; partnership; or foreign company.  

If you are expanding your Malaysian business to Australia, it is likely that you will want to incorporate an Australian subsidiary company or register as a foreign company.  

Incorporating a company in Australia or registering a foreign company

A company in Australia is a separate legal entity.  You may incorporate as a proprietary (private) or public company, and it may have limited or unlimited liability.  It is most common that a business will decide to incorporate as a private company that is limited by shares. This is because a private company is, generally, cheaper to run and has fewer disclosure obligations.   

To incorporate your company, you will need to register with Australian Securities and Investments Commission (ASIC).  To successfully register with ASIC you will need to take the following steps:

  1. Select a name for your company and check that is it not in use.
  2. Adopt a “company constitution” or choose to operate under the replaceable rules, or a combination of these.
  3. Obtain written consents from each person who agrees to become a director (note: should you select to incorporate as a private company, you will need to have at least one director who resides in Australia), secretary or member of the company.
  4. Complete ASIC’s application form and lodge it together with the relevant fee.  The application form is available on ASIC’s website.   

Registering a Foreign Company

If your company is incorporated in Malaysia, you may wish to expand to Australia by operating as a  registered foreign company in Australia. A registered foreign company can hold land in Australia and may sue and be sued.

To successfully register as a foreign company with ASIC, you will need to do the following:

  1. Ensure the name you wish to register is available.   You may search this through tools that are on the ASIC website.  You also have the option to reserve a name for two months while you organise the necessary documents for your registration.
  2. Assemble the following documents: a certificate of registration from the Securities Commission Malaysia; a certified copy of your company’s constitution; memorandum of appointment of the legal agent or power of attorney in favour of the local agent;  and if there are any directors that reside in Australia you will be required list them and state their powers in a memorandum.
  3. Complete ASIC’s relevant application form.  Then, together with the applicable fee and the above documents, lodge the form with ASIC.
  4. Once your application is successfully submitted, ASIC will give you an Australian Registered Body Number (ARBN).

Note as a business owner you will need to apply for a Tax File Number and Australian Business Number and, where appropriate, you will need to register for GST.

Key Malaysian and Australian Stakeholders

Malaysia Australia Business Council (MABC)

The MABC is a non-profit business organisation that was established in 1986 in Kuala Lumpur, Malaysia. The MABC promotes the interests its members who base themselves in Malaysia and who have business links in Australia.

You might seek to become a member of the MABC.  Members of the MABC must pay an annual fee subscription and are exposed to a range of membership benefits. The benefits include: helping members to establish and develop business contacts in Malaysia and Australia, providing members advocacy and assistance in dealing with Malaysian government department and providing members with regular updates of business news, to name a few.

Australia Malaysia Business Council (AMBC)

The MABC has a sister organisation in Australia, the AMBC.  The AMBC was established in 1988 and works in close collaboration with the MABC.  It similarly has the goal of supporting and promoting business investment opportunities between Australia and Malaysia.  

Malaysia-Australia Free Trade Agreement (MAFTA)

The MAFTA came to force on 1 January 2013 and has resulted in increased trade between Malaysia and Australia.   The MAFTA simplifies administration for traders between the two countries and reduces import and exports taxes.  Under the MAFTA, you will happily learn that Malaysian exports benefit from duty-free entry into Australia.  Malaysia will eliminate tariffs (taxes) on 99 percent of goods imported from Malaysia by 2017.  

If you are looking to expand your Malaysian business into Australia, get in touch with our business lawyers. Call us on 1300 544 755 or fill out the form on this page.

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