Setting up a Proprietary Limited (Pty Ltd) company in Australia is a straightforward process that can be completed online in 1-2 business days through the Australian Business Register. In 2026, the company tax rate for small businesses with turnover under $50 million is 25%. Incorporating provides limited liability protection, tax planning flexibility, and a professional structure for growing businesses. Here is how to set up your Pty Ltd company.

Step 1: Choose Your Company Name

Your company name must be unique and not identical or deceptively similar to an existing registered company or business name. You can check name availability on the ASIC Connect portal (asic.gov.au). The name must end in "Pty Ltd" (Proprietary Limited). Once registered, the company name is reserved nationally — unlike a business name, which is state-based.

Step 2: Register with ASIC

Companies are registered with the Australian Securities and Investments Commission (ASIC) through the ASIC Connect portal or via a registered agent. The 2026 ASIC registration fee for a proprietary company is $597 (one-time, plus annual review fee of $321 from the second year). You will need to provide:

  • Company name and registered office address (in Australia)
  • Principal place of business address
  • Details of all directors (minimum 1, must be an Australian resident)
  • Details of all shareholders and their shareholdings
  • Share structure (minimum 1 share, no minimum paid-up capital required)

Step 3: Obtain an ABN and TFN for the Company

After ASIC registration, apply for an ABN and Tax File Number (TFN) for the company through the Australian Business Register (abr.gov.au). The ABN is required to issue invoices and interact with customers; the TFN is needed to lodge company tax returns. Also register for GST if your projected annual turnover exceeds $75,000.

Step 4: Set Up Company Governance Documents

A Pty Ltd company is governed by either ASIC's standard constitution (the Replaceable Rules under the Corporations Act) or a custom constitution drafted by a solicitor. For companies with multiple shareholders or complex arrangements, a custom shareholders agreement and constitution is strongly recommended. You should also set up:

  • A company bank account (separate from personal accounts)
  • A register of directors, shareholders, and company secretaries
  • A minute book for recording resolutions and meetings

2026 Company Tax Rates

  • Base rate entity (turnover under $50M, 80% or less passive income): 25% company tax rate
  • Other companies: 30% company tax rate
  • Companies pay tax on net profit, not gross revenue
  • Losses can be carried forward indefinitely (subject to ownership continuity and same-business tests)

Frequently Asked Questions

How long does it take to register a company in Australia?

ASIC processes most Pty Ltd registrations within 1-2 business days when submitted online. ABN and TFN applications typically take 1-5 business days. Your company can commence trading once the ACN (Australian Company Number) is issued by ASIC.

Do I need a company secretary for a Pty Ltd?

No. The 2010 Corporations Act amendments removed the requirement for proprietary companies to have a company secretary. However, having one (often the accountant or a director) to manage ASIC compliance obligations is recommended for most businesses.

What are the ongoing costs of running a Pty Ltd?

The ASIC annual review fee is $321 in 2026. You also need to lodge a company tax return annually (typically $800-$2,000+ through an accountant), maintain the company register, and lodge financial accounts if above the large proprietary company threshold. Total annual compliance cost for a small Pty Ltd typically ranges from $1,500 to $5,000.

Considering incorporating your business? Contact AWTS to review whether a Pty Ltd structure is right for your situation and help with the setup process.