Corporate governance law reforms include changes to residential address publication requirements

Some really big news for members was announced this month – the government is considering a package of reforms to the Companies Act 1993, including abolishing the requirement for directors to publish their residential address details on the Companies Register.  

If the reforms go ahead, this would supersede the Companies (Address Information) Amendment Bill currently before Parliament, which our submissions argued did not go far enough.   

We have been advocating for change for at least seven years, and we have heard many stories from members who have suffered danger and abuse due to their addresses being public. Let’s hope the current cross-party acknowledgement of the necessity to safeguard directors and their families leads to a better outcome for members soon.  

We have also been one of many voices suggesting the Companies Act may be getting a little long in the tooth. And we were one of the stakeholders Commerce and Consumer Affairs Minister Andrew Bayly consulted with before developing his proposals (which have not been out for public consultation).  

The comprehensive company law reform package is focused on modernising, simplifying, and digitising the Companies Act and related corporate governance legislation.  

The reform is set to be implemented in two phases: 

The first phase aims to reduce compliance costs and complexity, streamline existing processes and detect and deter poor business practices. This phase will commence with draft legislation being introduced to Parliament early next year. Details of the proposed changes can be found here.   

As part of this phase, it is proposed to introduce unique identifiers for directors and shareholders and make changes to existing residential address publication requirements.  

The second phase will start with a Law Commission review of directors’ duties and related issues of liability, penalties and offences, and enforcement, including issues raised by the Mainzeal case. As previously announced by the Law Commission, it is expected this work will commence in early 2025.  

The Companies (Address Information) Amendment Bill introduced by Hon Dr Deborah Russell, is currently before the Economic Development, Science and Innovation select committee. This bill proposes that directors may apply for removal of their home address from the Companies Register if disclosure is “likely to result in physical or mental harm” to the director or a person who lives with the director.   

The IoD submitted that this Bill needed to go further and enable the non-publication of ALL directors' and shareholder’s addresses, and substitution with an address for service, without any application having to be made.   

The unique identifier proposal in phase one of this reform package provides the remedy sought by the IoD. We anticipate that the Members' Bill will be superseded in time by the Government Bill – the Hon Dr Deborah Russell has indicated that she will withdraw it, once a more comprehensive solution has been introduced. 

We will keep you updated on developments.