Governance Institute is arguing that the federal government’s planned DIN identifier, providing a complete view of a director’s companies to deter illegal phoenix activity, should be expanded to also cover company secretaries.
A submission from Governance Institute – lodged in responses to the government’s “Modernising Business Registers Program Consultation Paper” – also calls for all personal details of officeholders, such as residential addresses, birth dates and places of birth, to no longer be available on the public register.
“Governance Institute has long advocated for, and welcomes, the introduction of Director Identification Numbers. These numbers will be a unique identifier which a person will keep for life and will enable better tracking of directors of failed companies and prevent the use of fictitious identities,” acting CEO Meegan George said.
“The advantages of using the DIN to deter and penalise illegal phoenix activity intersects neatly with the advantages that it can provide to address the privacy and security concerns of officeholders who currently have their address, date and place of birth data publicly available on business registers.”
“Similar to directors, company secretaries are officeholders required by the Corporations Act to provide their personal details to ASIC and we consider that the DIN regime should extend to them.”
Governance Institute argued that the provision of a DIN removes the need to make address and date of birth data publicly available, and it considers that open publication of birth dates, residential addresses and birthplaces serves no useful purposes other than for persons with criminal intent.
“We believe that while it is appropriate that ASIC request and retain the personal details of all officeholders on a database, such data should not be available on the public register,” Ms George posited.
“The public register should display the officeholder name, DIN and an address for service to enable legal papers to be served upon them.”
The institute made a number of recommendations in response to the government’s consultation paper, including the adoption of a method for verifying proof of identity for a DIN that is consistent across all agencies and allowing a company secretary to be considered an authorised agent to enable them to apply for DINs on behalf of another officeholder or to update personal details on the latter’s behalf.
In addition, it suggested providing companies with notifications of changes to the DIN register concerning its directors and company secretary, and limiting the public register display to the officeholder’s name, DIN and service address.