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Important changes for Companies registered in New Zealand

April 28, 2015

From 1 July 2015 annual returns filed for New Zealand companies will have to meet new compliance obligations set out in the Companies Amendment Act 2014.

This means that you will have to provide some additional information consisting of:

  • the date and place of birth of every director (these will not be publicly available)
  • details of the Ultimate Holding Company, if applicable.

By 28 October 2015 all New Zealand companies must have at least one director who:

  • lives in New Zealand; or 
  • lives in Australia and is a director of a company incorporated in Australia.

Companies and Limited Partnerships Amendment Acts

New changes are being introduced by the Companies Amendment Act 2014 and the Limited Partnerships Amendment Act 2014.

The amendment acts have been introduced to help prevent the misuse of our registers, and to provide the Registrar of Companies with additional powers. These changes are intended to improve the integrity of the information held on the registers and will be phased in to ensure that companies and limited partnerships have every opportunity to prepare for, and meet, their obligations.

New Zealand Companies

1 May 2015

All New Zealand companies incorporated from 1 May 2015 will be required to provide:

  1. The dates and places of birth for all directors (these will not be publicly available)
  2. At least one director that either lives in New Zealand; or lives in Australia and is a director of a company incorporated in Australia
  3. Indicate whether any director living in Australia is also a director of a company incorporated in Australia and the details of one of those Australian companies (ACN, name and registered office address).
  4. Details of any Ultimate Holding Company if applicable.

When adding a new director to any New Zealand company the date and place of birth needs to be provided for the director.

1 July 2015

All New Zealand companies incorporated prior to 1 May 2015 filing annual returns after 1 July 2015 will be required to provide:

  1. The date and place of birth of all directors (these will not be publicly available)
  2. Details of any Ultimate Holding Company if applicable.

Note: This information is required to complete an annual return. The Registrar will take steps to remove any company that does not provide an annual return from the register.

28 October 2015

All New Zealand companies will be required to have at least one director that either lives in New Zealand; or lives in Australia and is a director of a company incorporated in Australia by 28 October 2015.

When filing annual returns after 28 October 2015 New Zealand companies will need to indicate whether any director living in Australia is also a director of a company incorporated in Australia. They will also need to provide details of one of those Australian companies (ACN, name and registered office address).

Limited Partnerships

27 February 2015

When filing an annual return, all limited partnerships will be required to provide:

Place of birth for their general and limited partners (they already provide date of birth. This information will not be publicly available)

At least one general partner that is:

  • An individual living in New Zealand or Australia*, and if Australia that individual must be a director of a company incorporated in Australia
  • A limited partnership that has at least one general partner who lives in New Zealand, or who lives in Australia* and is a director of a company incorporated in Australia
  • A partnership governed by the Partnerships Act 1908 that has at least one general partner who lives in New Zealand, or who lives in Australia* and is a director of a company incorporated in Australia
  • A New Zealand company registered under the Companies Act 1993
  • An overseas company registered under the Companies Act 1993 that has at least one director who lives in New Zealand, or who lives in Australia* and is a director of a company incorporated in Australia.

Note | Australia is the only enforcement country currently prescribed.

Image courtesy of Stuart Miles at FreeDigitalPhotos.net

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