Primarius Blog - Small business company directors duties

Matthew Oliver
Update | 21 Apr 2023


It is important that you fully understand your obligations before agreeing to become a company director, even for a small business. You should only agree to become a company director if you are willing & able to perform your duties. The below resources have been collated to provide quick reference and a broad overview of your duties and responsibilities as a small business company director.


The Australian Institute of Company Directors (AICD) publishes a useful tool which broadly addresses the general duties of individual directors. The tool is available here on the AICD website, and is available for free download as a PDF. We encourage all prospective company directors to access this resource & refer back to it in performance of your duties.  In addition to this tool, you may find membership or professional development courses offered by the AICD beneficial during your appointment as a company director.

[Please note that this information is provided only as a useful resource - we are not affiliated in any way with the AICD and do not receive any benefit if you decide to pursue membership or purchase courses]


Further to the above, we recommend familiarising yourself with the relevant government & regulatory resources:

  1. ASICs online guidance for small business company directors here, paying particular attention to those areas emphasised by ASIC, such as:
    1. General information on insolvency for directors, noting Information Sheet 42 (INFO 42) and Regulatory Guide 217 (RG217)
    2. Company director liabilities when things go wrong
  2. Parliament of Australia - Directors Duties: a quick guide
  3. The Corporations Act 2001, noting the duties and powers of officers and employees in Part 2D
  4. Australian Taxation Office (ATO) director penalty regime, particularly regarding a directors liability for unpaid pay as you go withholding (PAYGW), goods and services tax (GST) and super guarantee charge (SGC)


The above information is by no means exhaustive nor intended to be taken as personal financial or legal advice.  Please feel free to contact our office if you have any questions or queries regarding your obligations as a director.

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