You have signed the sale of business contract, or you are about to. If the buyer wants to keep trading under the name your customers already know, the registration of that name on the national Business Names Register has to move from you to them. This article walks through that process end to end: what needs to be in place before you start, the steps you take on ASIC Connect, what the buyer has to do, and where the process typically goes wrong.
By the end of it, the business name will be registered to the buyer and your registration will be cancelled. What many sellers expect to happen but does not: ASIC does not transfer a business name to anyone the way you transfer a car. Under s 17 of the Business Names Registration Act 2011 (Cth), a business name is not property, so the process is really your consent to the name being registered to the buyer, your request to cancel your own registration, and the buyer's fresh application. Nor does the transfer carry your trade marks, ABN, domain names or licences along with it. Those are separate assets and need separate steps.
Before you start: what needs to be in place
Work through this list before you log in to ASIC Connect:
- A current registration: the business name must be registered to you and still within its registration period. A name that has lapsed or is already being cancelled cannot be transferred; the buyer would simply register it fresh.
- An ASIC Connect account with the name linked: the transfer is lodged through ASIC Connect, and the business name must be linked to your account before you can select it. If you have lost your login details, sort that out before starting.
- A buyer with an ABN: a business name can only be registered to an entity that has an Australian Business Number, or an ABN application reference number. If your buyer does not have an ABN yet, that becomes the critical path, because ABN applications take time.
- A contract that deals with the name: the sale contract should say who lodges what and by when, who pays the registration fees, and what happens if the transfer does not complete before settlement. A common arrangement is for the seller to obtain the transfer number before settlement and hand it to the buyer at settlement.
- Separate assignments for everything else: if the sale includes a trade mark, a domain name or other intellectual property, those need their own transfer or assignment documents. The ASIC transfer does not touch them.
- Estate or structure changes: if the name is being transferred because the owner has died or the business structure has changed, extra steps apply. An executor must first be appointed as the legal personal representative, and anyone inheriting the business needs their own ABN.
One situation that does not require a transfer: a partnership that continues while individual partners change. If the partnership agreement allows the change, you simply update the holder details on the register instead of transferring the name.
The transfer process, step by step
The whole process has two halves. You start it, ASIC issues a number, and the buyer completes it. Neither half can be skipped, and ASIC runs the transaction entirely online through ASIC Connect; there is no paper form.
Log in to ASIC Connect
Go to ASIC Connect and log in with your username and password. If you have never used it, create an account and link the business name to it before you begin. The account must be able to act for the entity that holds the registration, and you will be asked to confirm that you are authorised to make the lodgement.
Open the cancel or transfer transaction
From the dashboard:
- Select the 'Lodgements and notifications' tab.
- Select the business name you want to transfer.
- Select 'Cancel/Transfer business name' and click 'Go'.
- Choose 'I would like to transfer the business name' and select 'Next'.
This one transaction does the work of two legal steps. It records your consent under s 31 of the Business Names Registration Act 2011 (Cth) to the name being registered to another entity, and it asks ASIC to cancel your registration under s 42 of the same Act. That is why ASIC describes it as a consent to transfer rather than a transfer of the name itself.
Review, declare and submit
Check that the details shown are correct. If anything is wrong, go back and fix it before submitting. Then read the declaration, confirm that you are authorised to lodge for the registered entity, tick the required boxes, and submit.
You will get a confirmation that the transfer request has been lodged. Keep a record of it, ideally the document acknowledgement PDF, because you may need to prove when the request was made if timing is later disputed.
Receive the transfer number and send it to the buyer
Within 24 hours of your request, ASIC emails you a transfer number. This is the consent to transfer number the buyer needs, and it should be forwarded to them as soon as it arrives. The number has a life of its own:
- It is valid for 4 months and 28 days from the date of your transfer application, per ASIC's transfer guide.
- If the buyer does not register the name using the number within that window, the number lapses and the name becomes available for anyone to register.
- If the email does not arrive, check your spam folder first. If it is not there, contact ASIC and ask them to resend it.
The buyer registers the name using the transfer number
Now the buyer acts. Using the transfer number, they apply to register the business name to themselves through ASIC Connect. They will need:
- Their ABN: a legal requirement for any business name registration under s 23 of the Act, which is why the buyer cannot complete the process without one.
- The transfer number: the consent number you received and forwarded to them.
- A choice of registration period: one year or three years.
- The registration fee: currently $47 for one year or $108 for three years, according to the business.gov.au registration guide. Fees are adjusted periodically, so check ASIC's current schedule at the time.
The buyer's registration period starts fresh. Your remaining registration period is not carried over, and the buyer's renewal clock starts from their own registration date.
ASIC cancels your registration
Once the buyer's application is lodged, ASIC cancels your registration within 28 days. During that window, two listings for the name can appear on the register at once, one under your name and one under the buyer's. That is expected, not an error.
You will not receive a refund of the registration fees you paid for the unexpired part of your period, and your renewal period does not carry over to the buyer. Factor both into the sale price rather than discovering them at settlement.
Where transfers get held up
Most transfers that go wrong do so in one of four predictable ways:
- The buyer has no ABN: Nothing can be registered without one, and ABN applications take time. Confirm the buyer's ABN before the settlement date is locked in.
- The transfer number email goes to spam or never arrives: The 24-hour clock starts after you submit, so if you do not chase a missing email, the whole settlement timeline slips.
- The number lapses: Four months and 28 days pass quickly if settlement is delayed or the buyer sits on the number. Once it lapses, the name is open to anyone, including a competitor.
- The seller's fee is assumed to be refundable: It is not, and sellers who realise this at settlement are often unhappy. Settle the allocation in the contract.
Stopping a transfer if the sale falls through
If the sale collapses after you have submitted the transfer request, ASIC can still stop it, but only while the process is incomplete. First search the Business Names Register and check two things: your registration has not already been cancelled, and the name has not already been registered to the buyer. If either has happened, the transfer cannot be undone through this route.
If the transfer is still live, email BN.lodgements@asic.gov.au with:
- the business name;
- the transfer number; and
- the reason the transfer needs to be stopped.
ASIC will tell you within five business days whether the transfer has been stopped. If it has, and the name is still available, you can re-register it yourself using the same transfer number, as long as the number has not lapsed.
When you need a lawyer for the transfer
The ASIC lodgement itself is straightforward, and most sellers can complete it without help. A lawyer earns their fee around the edges of the transaction:
- The sale contract: The clauses that matter are the ones that make the transfer part of settlement: who obtains the transfer number and by when, who pays the buyer's registration fee, what happens if the name cannot be transferred before settlement, and how the name and the goodwill attached to it are valued in the price. The business name usually sits at the centre of the goodwill being sold, so the contract needs to be explicit about what the buyer is actually getting.
- The other assets: Trade marks, domain names, ABN, business licences and leases all move separately. A lawyer prepares the assignments and checks that any trade mark is assigned through IP Australia rather than assumed to travel with the name.
- Troubleshooting: If ASIC rejects the buyer's application, the name is unavailable, or the transfer number lapses, a lawyer can work out the fastest fix, including whether a fresh application or a negotiated name change is the better path.
- Estate and restructure transfers: Transfers triggered by a death in the business or a change of business structure carry extra requirements, such as the appointment of the executor as legal personal representative, and are worth getting advice on before anyone lodges anything.
The transfer number decides the timeline
The single detail that determines whether this process succeeds is the transfer number, and specifically what happens to it. The transfer is not complete when you submit the request, or when you receive the number. It is complete only when the buyer uses the number to register the name in their own name. Every risk in this process sits between those two moments: the email that does not arrive, the buyer without an ABN, the number left to lapse while settlement drags on, and the registration that cannot be undone once ASIC has processed it. Treat the number as the critical document of the transaction. Obtain it early, hand it over on a fixed date, and make the buyer's registration a condition of settlement.
The practical picture to keep in mind: business names are registered nationally under the Business Names Registration Act 2011 (Cth), the transfer is really a consent, a cancellation and a fresh registration, and it takes two people to complete it. You start it on ASIC Connect and receive a transfer number within 24 hours. The buyer, who must have an ABN, completes it within a window of 4 months and 28 days and pays the registration fee for a fresh one-year or three-year period, and your registration is then cancelled within 28 days. Your remaining fees are not refunded, the renewal period does not carry over, and the transfer does nothing for your trade marks, domains or ABN. If the sale falls over, ASIC can stop an unprocessed transfer on request, but only before it completes. Most of this is administrative, but the contract that drives it, and the assets that travel with it, are where a business sale lawyer adds real value.