Documents You Need Notarised When Starting a Business Overseas
Table of contents
Setting up a company in another country from Australia generates a burst of notarial work over a few weeks: a power of attorney, a director's consent, identity and address evidence, bank forms. Each one is simple. What makes it expensive is doing them one at a time, because every separate batch means another appointment, another trip to DFAT and another courier.
This page is for an individual founder — you, personally, starting or co-founding a business abroad. It follows the usual order of events, and its main advice is to collect everything before you sign anything.
Step one: decide who will own the company
The first decision changes every document that follows. Will the foreign company be owned by you personally, or by an Australian company you control?
- If you are the shareholder, the foreign side needs evidence about you: identity, address, and your signature on the formation documents.
- If your Australian company is the shareholder, it needs evidence about the company as well: its registration, its constitution if it has one, a board resolution approving the investment, and proof that whoever signs can bind it. That is a corporate job with its own page: see registering a foreign subsidiary.
This choice has tax, liability and immigration consequences in both countries. Take advice from an accountant and a lawyer in the destination before you decide, not after the documents are signed.
Step two: find out how companies are formed there
Engage a lawyer or formation agent in the destination and ask for the complete list of what they need from you. How the company comes into existence varies:
- In many civil law countries, the company is formed by a deed signed before a local notary — a much more powerful office than an Australian notary. You either attend in person or appoint someone to sign for you.
- Elsewhere, formation is an online registration handled by the agent, and they mainly need identity evidence and signed consents.
If you will not be there to sign, the lawyer will prepare a power of attorney authorising someone to form the company for you. It must be in the destination's form; an Australian template will usually be refused. See notarising a power of attorney.
Step three: the documents about you
Expect some combination of:
- a certified copy of your passport
- proof of your residential address
- your consent to act as a director, in the registry's form
- a declaration that you are eligible to be a director
- a specimen signature
- an application for a local tax or identification number
A notary can certify the passport copy having seen the original, witness your signature on the consent and declarations, and administer an oath if a declaration must be sworn. Our page on appointing an overseas director covers these documents, including the limits of what a certified address document proves. It also covers the point founders tend to skip: accepting a directorship brings that country's director duties with it.
Step four: the bank account
The company will need a bank account, and many foreign banks want to meet directors in person. If yours will open the account remotely, it will set its own document rules, which may or may not involve a notary or an apostille. Get the bank's forms at the same time as the formation lawyer's list. See opening an overseas bank account.
Step five: your right to work there
Owning a company abroad does not give you the right to live or work in that country. If you intend to run the business on the ground, you will usually need a business, investor or self-employment visa, and those applications have their own document lists — often a police check, qualifications and financial evidence. See our page on working overseas for how those documents are handled.
Put it all in one appointment
This is the advice that saves the most. Before booking a notary, gather:
- the power of attorney, if you will not attend the formation
- the registry's consent and declaration forms
- the bank's forms
- the tax number application
- confirmation of how many certified passport copies each party wants, and whether each needs an apostille
Bring them unsigned, with your passport and the original address document. Everything can then be notarised at one appointment and lodged with DFAT together: an apostille if the destination is an Apostille Convention member, checked against the HCCH status table on the day, or DFAT authentication and then legalisation at its embassy if not.
Ask each party whether it wants documents translated before notarisation or after the apostille. The destination decides whose translation it accepts.
After the company exists
Later changes — a new director, a change of shareholding, closing the company — usually need fresh documents, and certified copies from the formation often cannot be reused because the receiving body wants recent ones. Keep a list of what you signed and for whom; it makes the next round quicker.
Frequently asked questions
My co-founder lives in another country. Can we sign together? Each founder signs before a notary where they are. Confirm the registry accepts certificates from more than one country.
Can a Justice of the Peace certify my passport for the formation agent? Not if the document is going to a foreign authority. A JP's certification is not recognised abroad and cannot be apostilled.
