TCSP Sector
TCSPs including company secretaries, nominee directors and virtual offices face broad Tranche 2 capture. Here's what you need to know before 1 July 2026.
From 1 July 2026, new AML/CTF compliance obligations (called Tranche 2) will apply to Trust and Company Service Providers, including nominee director and virtual address services. AUSTRAC enrolment opens 31 March 2026.
The path to 1 July 2026 is defined by clear legislative and regulatory milestones
AML/CTF Amendment Act Passed
Nov 2024
Finalisation of AML/CTF Rules
Aug 2025
Core Guidance from AUSTRAC
Oct 2025
TCSP-Specific Guidance
Early 2026
AUSTRAC Enrolment Opens
31 Mar 2026
Mandatory Compliance Commences
1 Jul 2026
TCSP services are attractive to criminals for creating structures that obscure who truly owns and controls assets. The central threat regulators are targeting is the concealment of beneficial ownership and control.
The definition of a 'TCSP' is broader than you think
The new rules capture a wide spectrum of common business services, far beyond traditional secretarial firms. If you provide the services below, you will likely have new obligations.
Traditional Corporate Services
- •Company formation agents & ASIC agents
- •Shelf company wholesalers
- •Dedicated corporate secretarial firms
- •Company registration services (e.g. running APIs to incorporate companies)
Structuring & Nominee Specialists
- •Boutique 'asset protection' or 'wealth structuring' shops
- •Firms providing nominee directors or shareholders
- •Firms acting as a corporate trustee or appointor
Ancillary & 'As-a-Service' Providers
- •Serviced offices with 'virtual office' or 'registered address' packages
- •Coworking spaces that sell a 'use our address on ASIC' service
- •Accountants who routinely form companies for clients
ML/TF/PF Risks in the TCSP Sector
TCSPs face significant money laundering (ML), terrorism financing (TF) and proliferation financing (PF) risks. The central threat regulators are targeting is the concealment of beneficial ownership and control.
Identity Verification
Customer due diligence
Inadequate verification of customer identity leading to onboarding of high-risk clients.
Unusual Transactions
Transaction monitoring
Failure to detect structured payments or unusual transaction patterns.
Sanctions Exposure
Prohibited dealings
Risk of inadvertently dealing with sanctioned entities or persons.
Beneficial Ownership
Ownership opacity
Complex ownership structures obscuring the true beneficial owners of assets or entities.
If you provide these services, you have new obligations
The new regime is based on the services you provide, not your business type or how you brand yourself.
Forming & Restructuring Entities
- •'Company registration' packages and establishing trusts.
- •Selling or transferring shelf companies.
- •Managing corporate group restructures.
Acting in Key & Nominee Roles
- •Acting as (or arranging for) a director, secretary, or trustee.
- •Providing nominee shareholders for a company.
- •Acting as an attorney for a legal arrangement.
Providing Registered / Business Addresses
- •Providing a registered office address.
- •Providing a principal place of business address.
- •Includes 'virtual office' and 'maildrop' services.
Managing Client Property for Transactions
- •Receiving, holding, or managing client money, accounts, or securities to execute a transaction.
- •Assisting in organising equity or debt financing.
One Sector Pack, Multiple Services
Our TCSP Sector Pack covers all TCSP designated services including company formation, nominee directors, virtual addresses and corporate trustees. If your business only provides one specific service, you may prefer a niche-specific pack.
Who May Be Captured?
The key trigger is designated services. Company formation agents, virtual offices and nominee service providers are all potentially in scope.
Corporate trustees
Acting as trustee for third parties
Company secretarial services
Providing directors and secretaries
Registered office providers
ASIC registered office services
Nominee shareholders
Holding shares on behalf of others
Virtual office providers
Business address and mail handling
Whether you are captured depends on the designated services you provide. If unsure whether you're covered, please seek legal advice. Even if you are not covered, you may consider implementing guardrails to ensure you don't accidentally cross lines.
Recognising the hallmarks of misuse
Structural Red Flags
- •Unnecessary complexity; multiple layers without clear commercial reason.
- •Use of shell companies with no real activity.
- •Opaque offshore foundations or private trusts.
Behavioural Red Flags
- •Evasive or vague responses about beneficial owners.
- •Insistence on nominees without commercial justification.
- •Requests to backdate documents.
- •Walking away when asked for beneficial owner ID.
Transactional Red Flags
- •Funds passing through accounts with no clear business purpose ('pass-through').
- •Funds coming from or going to unrelated third parties.
- •Rapid 'u-turn' transactions.
Jurisdictional Red Flags
- •Use of multiple offshore financial centres and secrecy jurisdictions.
- •Entities formed in one country, banking in another, with owners in a third.
- •Structures designed to arbitrage regulatory or tax differences.
Once you are a reporting entity, you have six fundamental compliance obligations
1. Enrol with AUSTRAC
Formally register your practice as a reporting entity.
2. Develop & Maintain an AML/CTF Program
Create a written, risk-based program tailored to your firm's specific ML/TF risks. This is the cornerstone of your compliance.
3. Conduct Customer Due Diligence (CDD)
Identify and verify your clients and their beneficial owners before providing a designated service, and monitor them on an ongoing basis.
4. Report to AUSTRAC
Submit Suspicious Matter Reports (SMRs) and Threshold Transaction Reports (TTRs) as required.
5. Keep Records
Maintain all relevant records of CDD, transactions and your AML/CTF program for prescribed periods.
6. Appoint an AML/CTF Compliance Officer
Designate a senior individual responsible for the oversight of your program.
Key AML/CTF Areas for TCSPs
Under Tranche 2, TCSPs face significant obligations due to the high-risk nature of their services. Our documentation helps you navigate these requirements with confidence.
Entity Formation & Restructuring
Procedures for AML/CTF compliance when forming companies, trusts, or restructuring entities.
Beneficial Ownership Verification
Tracing and verifying ultimate beneficial owners through complex corporate and trust structures.
Nominee Services Compliance
Requirements when acting as or arranging nominee directors, shareholders, or trustees.
Registered Office Services
Compliance requirements when providing registered office or principal place of business addresses.
Enhanced Due Diligence
Procedures for high-risk clients, PEPs and entities from high-risk jurisdictions.
Suspicious Matter Reporting
Workflows for identifying, escalating and reporting suspicious matters to AUSTRAC.
Compliance Officer Duties
Appointment requirements, role description and ongoing responsibilities for AML/CTF compliance.
Building an AML Program
Building an AML/CTF program for a TCSP requires multiple steps.
- AML/CTF program framework for TCSPs
- Risk assessment worksheet (ML/TF/PF risks)
- Beneficial ownership verification procedures
- Entity formation compliance workflows
- Nominee services risk controls
- Registered office services compliance
- Staff Training Register for tracking completion
- Compliance officer role description
Ready to Get Started?
We can help you get a headstart on your AML/CTF program. Sector-specific program documents, no subscription. Portal included (subject to licence terms).
A HeadStart on Compliance
Sector-specific compliance documents to help you build your AML/CTF program.
Ready-to-Customise Resources
Lawyer-ready to review for your business.
Training & Record-Keeping
Staff Training Register, Compliance Officer appointment documents and portal-based training record-keeping.
From $249 inc GST · or bring your own program
Looking for a specific service only? See our Virtual Address or Nominee Director niche packs.
HeadStart Docs™ products are developed with reference to publicly available regulatory guidance. This is general information only and does not constitute legal or professional advice. You should seek advice specific to your circumstances before making compliance decisions.