Service
Director Penalty Notice Defence
A DPN puts the ATO inside your personal balance sheet. The window for legitimate response is short — and the difference between informed action and ignoring the notice is, in many cases, personal bankruptcy.
Overview
What is a Director Penalty Notice?
A Director Penalty Notice is one of the most powerful tools available to the Australian Taxation Office. It transfers liability for the company's unpaid PAYG withholding, GST, or superannuation guarantee charge from the company to the director personally. Once a DPN is issued and the response window passes without action, the director becomes liable for the underlying debt — and the ATO can pursue recovery against personal assets.
There are two types of DPN, and the type fundamentally determines what response options are available.
A non-lockdown DPN is issued where the company has reported its PAYG, GST, or superannuation amounts to the ATO within statutory timeframes but failed to remit them. It generally provides a 21-day window from the date on the notice within which the director can avoid personal liability by paying the debt, entering an arrangement with the ATO, or appointing a small business restructuring practitioner, voluntary administrator, or liquidator.
A lockdown DPN is issued where the company failed to report the relevant amounts to the ATO within statutory timeframes. Personal liability is automatic. The only way to extinguish it is to pay.
The distinction matters enormously. A non-lockdown DPN can often be defended or resolved. A lockdown DPN almost cannot. And in many cases the director receives a notice without realising which type it is, or whether the underlying obligations were reported on time.
In Practice
What our DPN defence work looks like
The first 48 hours after a DPN arrives are the most consequential. Our work begins immediately, in the following order:
Type assessment. Determining whether the notice is lockdown or non-lockdown — and verifying that determination against the company's reporting history. The ATO does not always categorise correctly, and an incorrectly issued lockdown DPN may be defensible.
Window mapping. Calculating the precise expiry of any statutory window, including how the deeming provisions for postal notices apply. Every hour of the window matters.
Response options analysis. Weighing the four primary response paths — paying, arranging, restructuring, or appointing — against the director's actual financial position, the company's viability, and the broader creditor landscape. Each path has different consequences for personal liability, the company's ongoing operation, and the director's future.
Negotiation and execution. Where a payment arrangement or compromise is the right path, we negotiate directly with the ATO. Where a Small Business Restructuring or voluntary administration is the right path, we coordinate with appropriate practitioners. Where the right answer is to pay and move on, we make sure that's done cleanly and that no further DPN exposure is being created in parallel.
Forward protection. A DPN is often a symptom, not the disease. Our engagement typically extends into reviewing the company's reporting practices and corporate structure, so that the conditions that produced the first DPN don't produce a second.
Questions Directors Ask
Questions directors ask first
How long do I have to respond to a DPN?
Can a DPN be challenged or set aside?
What happens if I pay the DPN amount in full?
Will appointing a liquidator definitely avoid personal liability?
Related Services
Adjacent areas of our practice
Most engagements involve more than one of these. The four pillars are designed to work together.
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