Your corporation size determines whether you have a contact person or a secretary.
- Small and medium size corporations have a contact person.
- Large corporations have a secretary.
The distinction is because small and medium corporations are usually less complex than large ones and therefore it’s reasonable that the directors deal with the corporation’s legal obligations themselves. Large corporations, on the other hand, usually have greater legal responsibilities and more administrative tasks to perform. It is therefore reasonable that the directors have assistance in meeting them.
What do they do?
Contact persons act as mail boxes for their corporation—they are the central contact point. They must pass on all communications (letters, emails, telephone calls and messages) to at least one of the directors of the corporation within 14 days of receiving them.
Secretaries are also the central contact point for their corporation but in addition they must make sure their corporation:
• lodges a copy of any rule changes with the Registrar
• lodges a copy of any change of name with the Registrar
• has a registered office and notifies the Registrar of any changes to it
• gives the Registrar a register of members or former members on request
• lodges details of directors and secretaries with the Registrar
• lodges reports (general, financial and directors’) with the Registrar.
Who is eligible?
Both a contact person and a secretary must be at least 18 years old. They must also usually live in Australia.
Generally speaking, a person who has been disqualified from managing a corporation can’t be a contact person or secretary.
Appointing a contact person or secretary
Directors are in charge of appointing the contact person or secretary. It's usually done at a directors' meeting.
Before a person becomes a contact person or secretary they must give their consent in writing. The corporation must keep a copy of this consent in its records.
The corporation must notify the Registrar about any new appointment within 28 days of the decision. Use the Notification of a change to corporation officers' details form to do this. You can log in to lodge a form online.
Resigning or retiring from the role
A contact person or secretary must inform their corporation in writing if they resign or retire.
The corporation must then notify the Registrar within 28 days so that the Registrar can update the public register. Use the Notification of a change to corporation officers' details form to do this. You can log in to lodge a form online.
How do you know who is contact person or secretary?
You can search the public register (in the yellow box on the left) to find a corporation's registered contact person or secretary as well as their contact details.