New Director Identification Number requirement for registered foreign companies

Matthew Daley, Vanessa Pallone, Claudia Silano-Malouf and Avi Kumar
19 Sep 2022 Time to read: 1 MIN

From 1 November 2022, all directors of registered foreign companies in Australia must apply for a Director Identification Number.

A Director Identification Number (DIN) is a unique 15-digit identifier given to a director, or someone who intends to become a director. A director only needs to apply for a DIN once and that number will remain with the individual permanently.

The DIN regime has been introduced to promote good corporate conduct and combat illegal phoenixing activity. Illegal phoenixing involves deliberately avoiding paying liabilities by shutting down an indebted company and transferring its assets to another company.

The Australian Business Registry Services (ABRS) is responsible for the implementation and administration of DINs with the Australian Securities and Investments Commission (ASIC) being responsible for enforcement.

Who needs a DIN?

If you are an eligible officer (a director, or an alternate director acting in that capacity) of a registered foreign company that is a body corporate you will need a DIN.

How do I apply?

DINs must be applied for personally and there is no cost to apply.

  • Australian Resident Directors: Australian resident directors can apply through the ABRS website using the myGovID app. There is also the option to apply by phone or via paper form.
  • Foreign Resident Directors: Foreign resident directors will need to apply through a paper form available on the ABRS website.

Directors applying by phone or through paper form will need to provide identification documents.

When must I apply?

Date you first become a director

Application deadline

On or before 31 October 2021

30 November 2022

Between 1 November 2021 and 4 April 2022

Within 28 days of appointment

From 5 April 2022

Before appointment

Obligations

DIN obligations include:

  • applying for a DIN within the relevant timeframes;
  • applying for a DIN when directed by a Registrar to do so;
  • not applying for more than one DIN (unless directed by a Registrar);
  • not using false information in an application;
  • not misrepresenting your DIN; and
  • not being involved in a breach of the above DIN obligations.

Criminal and civil penalties apply to anyone found in breach of their obligations under the DIN regime. These penalties vary depending on the breached obligation and the severity of the breach, and many of these penalties attract personal liabilities for directors.

Please contact our Financial Services team who can assist in reviewing compliance with your regulatory obligations.

GET IN TOUCH

Claudia Silano-Malouf

Sydney
Lawyer
Disclaimer
Clayton Utz communications are intended to provide commentary and general information. They should not be relied upon as legal advice. Formal legal advice should be sought in particular transactions or on matters of interest arising from this communication. Persons listed may not be admitted in all States and Territories.