A German company entering Australia usually sets up an Australian proprietary company (Pty Ltd) as a wholly owned subsidiary of the GmbH or AG. That company must have at least one director who ordinarily resides in Australia, and that requirement lasts for the life of the company. Australia and Germany have a comprehensive tax treaty in force, both countries use apostilles, and most mid-sized German investments sit well below FIRB's general business threshold. The practical friction is the time difference and a governance habit that doesn't carry over well.
Branch or subsidiary for a German group
German groups weigh the same two routes as everyone else:
- Pty Ltd subsidiary. This is a separate Australian company with an ACN. It needs a resident director, a registered office and an annual ASIC review. ASIC's registration fee for a company with share capital is $636, and the annual review fee for a proprietary company is $342 for 2026–27.
- Registered foreign company (branch). The GmbH itself registers with ASIC and gets an ARBN. ASIC's Form 402 registration fee is also $636. A branch doesn't need a resident director, but it does need a local agent, and it lodges the German entity's own financial statements with ASIC.
Because the branch is the German company itself, its liabilities and its accounts are directly exposed in Australia, while a subsidiary keeps them one step removed. The trade-offs are compared in subsidiary vs branch.
Tax treaty position
On Treasury's income tax treaties list, which the ATO points to as the official source, Germany has a comprehensive tax treaty in force. It was signed on 12 November 2015, entered into force on 7 December 2016, and terminated the earlier 1972 agreement from that date.
Withholding rates, permanent establishment questions and transfer pricing for intercompany charges are matters for your Steuerberater and an Australian tax adviser together. We don't give tax advice. What we do see is the operational knock-on: management fees and royalties paid to Germany need board approval in Australia, and the resident director will want to see the agreements behind them.
FIRB: Germany is not a "certain FTA partner"
FIRB's 2026 monetary thresholds table, in effect from 1 January 2026, sets higher thresholds for investors from a listed group of free trade agreement partners. Germany isn't on that list, so a private German investor falls in the general category:
| What the German investor does | 2026 threshold |
|---|---|
| Acquires a substantial interest (20% or more) in an Australian entity | More than $347 million |
| Acquires an interest in developed commercial land | More than $347 million, or more than $75 million if the land is sensitive |
| Acquires an interest in agribusiness | More than $75 million (cumulative) |
Starting a business from scratch is treated differently from buying into one, so confirm your route with a FIRB adviser. Two further qualifications: a national security business attracts a $0 threshold for every investor. And a German investor that is a foreign government investor, for example a state-owned entity or another entity in which a government holds an interest, faces a $0 threshold for direct interests. Whether a particular German Landesbank subsidiary or public pension vehicle counts is a question for a FIRB lawyer. See FIRB approval basics.
Getting German documents accepted
Germany has been a party to the Apostille Convention since 13 February 1966 and Australia since 16 March 1995, according to the HCCH status table. In practice:
- Identity documents for each German director and each ultimate owner are certified by a Notar or another authorised certifier, then uploaded for our identity checks.
- Corporate documents, such as the commercial register extract, the shareholder resolution approving the subsidiary and any power of attorney, are notarised and apostilled when a bank or Australian authority wants formal proof.
- Translations. Anything in German needs a certified English translation. Budget for it, because commercial register extracts and articles of association are long.
Ask the bank and any other recipient for their exact requirements before ordering apostilles. Requirements differ, and re-doing a notarisation costs a week. Make sure the signatory on the parent's resolution actually has authority to represent the GmbH or AG. Your notary can confirm this from the register entry.
Working across the time gap
Germany runs on CET (UTC+1) in winter and CEST (UTC+2) from the last Sunday in March to the last Sunday in October. Sydney and Melbourne run on AEST (UTC+10), switching to AEDT (UTC+11) from early October to early April. Perth stays on AWST (UTC+8) all year. Because the two hemispheres change clocks in opposite directions, the gap moves three times a year:
| Period (approximate) | Sydney ahead of Berlin | Perth ahead of Berlin |
|---|---|---|
| Late October to late March | 10 hours | 7 hours |
| Late March to early April | 9 hours | 6 hours |
| Early April to early October | 8 hours | 6 hours |
| Early October to late October | 9 hours | 6 hours |
There's barely any overlap in office hours. In the Australian summer, 5 pm in Sydney is 7 am in Berlin. We run signing rounds so documents land in Germany for the start of the German business day, the German signatories execute during their day, and the Australian director countersigns the next Sydney morning. That way, an officeholder change that ASIC must be told about within 28 days never waits on a live call between the two countries.
A governance habit to leave in Germany
German groups are often used to the shareholder steering the managing directors closely. An Australian board works differently. The Corporations Act gives management of the company to the directors, and someone whose instructions the board is accustomed to follow can be treated as a director in their own right. Shareholders keep real control through appointing and removing directors, reserved matters in the constitution and recorded delegations. Before you replicate German instruction-giving through email to the Australian board, read shadow directors and parent control.
Directors and Director IDs
Every director needs a Director ID before appointment. German-resident directors without Australian identity documents usually apply on the paper form with certified documents, which takes longer than the online route. Start this while the constitution is still being drafted. Steps are in Director ID for foreign directors.
How we fit
We provide the Australian-resident director, and on the compliance package also the registered office and annual calendar, with appointment within 5 business days of completed identity checks. We can incorporate the Pty Ltd for A$490 plus the ASIC fee. Your German and Australian advisers keep the tax and legal work. To get a fixed quote, start here.
Prepared as general information on 27 October 2026. It is not legal, tax or FIRB advice for your group.
Frequently asked questions
Can our Geschäftsführer in Munich be the only director of the Australian company?
No. An Australian Pty Ltd needs at least one director who ordinarily resides in Australia. Your German managing directors can sit on the board alongside that person.
Is there a double tax agreement between Australia and Germany?
Yes. The current comprehensive tax treaty was signed on 12 November 2015 and has been in force since 7 December 2016, replacing the 1972 agreement. Your tax advisers in both countries apply it to dividends, royalties and service fees.
Do German corporate documents need an apostille for Australia?
Usually that is the cleanest route, because both countries are parties to the Apostille Convention. Check what each recipient wants before you order anything, and get certified English translations of German-language documents.
Official sources
- Treasury: Income tax treaties (Germany row) treasury.gov.au
- ATO: Income tax treaties ato.gov.au
- Foreign Investment Review Board: Monetary thresholds (2026 table) foreigninvestment.gov.au
- ASIC: Fees for commonly lodged documents asic.gov.au
- HCCH: Apostille Convention status table hcch.net
General information about Australian law and practice, not legal or tax advice for your circumstances. Check the official sources, or ask your adviser, before you act.