Company Registration FAQs
Does my company have to be registered?
Yes, if after 1 July 2018 if you want to enter into a major domestic building contract in your company’s name, or you want your company to be named as the builder on a building permit for non-domestic work costing greater than $10,000.
However, you can enter into contracts or permits using your individual name – if you only intend to do this, you do not need to register your company as long as you are a registered building practitioner and there is a certificate of eligibility for the appropriate insurance in your individual name.
Can a sole trader operating under an ABN be registered as a corporate building practitioner?
No. Only a business that is registered as a company by ASIC can register as a corporate building practitioner. If you are a sole trader you can still enter a major domestic building contract as an individual if you are registered as an individual building practitioner in the class of building required by the contract.
Is a partnership the same as a company when it comes to registration?
No. There is no capacity for a partnership to be registered. However, from 1 July 2018, if an applicant for registration carries on business or intends to carry on business as a building practitioner as a member of a partnership, then each member of the partnership (whether registered as a building practitioner or not) will need to satisfy the personal and financial probity requirements of registration.
Can a company be registered in more than one class?
Yes, a company can be registered in any or all classes of registration that are held by its directors. However, a company cannot be registered in a class if none of its directors have a registration in that class. For instance, if a company has two directors, one who is a registered Domestic Builder (Unlimited) and the other who is a Commercial Builder (Unlimited), the company can be registered as a Domestic Builder (Unlimited) and a Commercial Builder (Unlimited), but it cannot be registered as a Building Surveyor (Unlimited).
What checks does the VBA make to decide whether to register a company?
To determine whether it will grant registration to a company, the VBA will complete a ‘personal and financial probity check’ on all directors to ensure the applicant is conducting its business with honesty and integrity. The VBA will also make sure the company is eligible for the appropriate insurance.
How does the VBA determine whether a company meets the Personal and Financial Probity Check?
The VBA considers a range of relevant matters in assessing whether an applicant for registration meets the Personal and Financial Probity Check, including (but not limited to):
- any disciplinary or legal action taken against the applicant by the VBA, the Building Practitioners Board, another regulatory body or person
- whether the applicant has provided any false and misleading information in support of an application for registration
- any notifications received from the applicant’s insurer that the applicant has previously been refused insurance as a building practitioner
- any unsatisfactory reference check
- any physical or mental infirmity that may affect the applicant’s ability to practice as a building practitioner
- any adverse matter disclosed by the applicant, for example, having been convicted or found guilty of an offence involving fraud or dishonesty
- a failure to disclose an adverse matter described above that later becomes known to the VBA before an application for registration is finalised.
The VBA must determine whether the company as a whole is fit and proper for registration by considering every director (including non-nominee directors).
Will the company undergo skills and knowledge testing to be registered?
The company’s collective knowledge, skills and experience will not be tested. As the nominee directors are already registered builders, the VBA will take the knowledge of the nominee directors as satisfying the knowledge, skills and experience required to be registered.
Does the company have to pay an annual fee?
Yes. The company will have to pay an annual fee.
For new applications, the annual fee will be included in the application fee. Each individual building practitioner who is a director of, or employed by, the company will still have to pay their individual annual fee.
If the company was automatically registered, its annual fee and insurance check due date will be the same as its nominee director’s due date. If there is more than one nominee director, the due date will be the same as whichever nominee director’s due date occurs first after 1 July 2018. If the company was registered after 1 July 2018, the annual fee and insurance check will be due on the anniversary of the company being granted registration.
What if an application for company registration is refused?
From 1 July 2018, the company will not be able to enter into a major domestic building contract or be named as the builder on a building permit for non-domestic building work over $10,000.
If your application for registration is rejected, you will be advised of your appeal rights.
The VBA will inform you of the reasons behind a rejected application.
Can an interstate company become a registered building practitioner in Victoria?
Yes, a company that is based interstate can be registered if it has at least one director who is registered as a building practitioner in Victoria. The application process will be the same as the process for a Victorian company. There is no mutual recognition for companies.
Nominee Directors and Directors
What is a nominee director?
A nominee director is a director of a registered company who is registered as a building practitioner. There may be more than one nominee director. A company can enter into a major domestic building contract to carry out work in the same class of building practitioner as its nominee directors Nominee directors must ensure the company complies with the Building Act 1993 and any regulations made under the Act.
What happens to the company registration if a nominee director changes their registration to another class of building practitioner?
A company can enter into a major domestic building contract to carry out work in the same class of building practitioner as its nominee directors. That means if there is only one nominee director and they change their registration to a different class of building practitioner; the company can only enter a contract for work that can be carried out by a practitioner registered in the new class of building practitioner. They can no longer enter a contract for work covered by the original class of building practitioner. However, if there are additional directors who continue to be registered in the original class, the company can still enter and carry out work under a contract for work authorised by that class.
What if one of the nominee directors has contravened the Act?
The VBA is required to consider the financial and personal probity of the directors of a registered company. Certain outcomes of disciplinary action, including the cancellation of a registration, cause a person to become an ‘excluded person’ as per section 171F of the Act.
A company is not allowed to have an excluded person as a director.
What if one of the directors leaves the company?
If a company’s sole nominee director resigns as director, dies, is removed as a director or is disqualified from being a director under part 2D.6 of the Corporations Act, the company has 30 days to appoint a new nominee director or its registration will be suspended. The VBA may approve a longer period on receipt of a written request. The company can continue to operate as a registered practitioner during this grace period.
If there is a nominee director who is a registered building practitioner remaining, the company can enter a contract in the same class as the remaining nominee director. A company must have at least one nominee director to be registered. It is an offence to say or infer that a company is registered if it is not.
Are non-nominee directors subject to personal and financial probity checks?
Yes. The VBA must be confident that all directors of the company, whether they are nominee directors or not, are fit and proper persons for registration. Directors (both nominee and non-nominee) must advise the VBA if a director has acted in a way that could mean they may no longer be considered a fit and proper person for registration.
What if one of the directors becomes suspended?
If a nominee director’s individual registration is suspended due to failure to provide proof of insurance and they are the only nominee director of the company, they will have 30 days to have the suspension of their registration revoked by meeting the requirements.
After that time, the company will not be able to enter into a major domestic building contract. If there is more than one nominee director, the company can continue to enter building contracts in the same class as the remaining nominee director.
If the only nominee director is suspended due to disciplinary action, the company will be unable to enter into new major domestic building contracts.