New Zealand: Types of Company
All overseas companies intending to carry on business in New Zealand must register within 10 working days of commencing to carry on business.
An overseas company can operate in New Zealand as a subsidiary registered on the Companies Office’s Register, but the Companies Act also allows overseas companies to establish and register as a Branch (not a separate legal entity) in New Zealand on the overseas register.
The application to be registered must state the name of the overseas company; full details of the directors of the overseas company at the date of the application; the full address(es) of the place(s) of business in New Zealand of the overseas company; and the name and address of at least one person resident or incorporated in New Zealand authorised to accept service of documents in New Zealand, together with evidence of incorporation of the overseas company.
The registration system is designed to enable New Zealand creditors to sue an overseas company’s branch in New Zealand, rather than forcing them to sue in the company’s home jurisdiction.
Every overseas company that carries on business in New Zealand must ensure that the Companies Office receives each year an annual return, confirming that the information on the overseas register is correct.
All overseas companies were required to file financial statements. However, since 2007, if a company has 25% or more foreign ownership, it only has to file financial statements if it has two of the following: total assets greater than NZD10m, turnover greater than NZD20m, or 50 or more full-time employees.