Registering a company in New Zealand is a three step process. This process can be completed entirely online or manually via paper.
Step 1: Reserve a company name
The first step to incorporating a company is to reserve a company name. Before you reserve a name we strongly recommend that you conduct a Register Search to ensure that an identical or almost identical name does not already exist on the register.
You can reserve your name online for NZ$10.22 (payable by credit card or direct debit account).
Reserved names are valid for 20 working days from the date of reservation.
Registration of a company name only provides limited name protection – that is, it will only prevent another company being incorporated under an identical or almost identical name. A trade mark is one way of providing increased protection for a company name and reputation. For more information visit /www.iponz.govt.nz
Step 2: Incorporate the company
To incorporate the company you must first have reserved a company name (Step 1 above). You then need to submit your application with the following information;
- Director(s) name and residential address (must have at least one director)
- Number of shares (must have at least one share)
- Shareholder(s) name and address (must have at least one shareholder)
- Registered Office, Address for Service and Address for Communication of the company
- If you intend to apply for a company IRD number with Inland Revenue (NZ Tax Department) during the online incorporation process, you will need the personal IRD number for all directors (excluding those directors that reside overseas) and one shareholder, main business activity and place of business (optional)
- If you also intend to register for GST with Inland Revenue (NZ Tax Department) during the online incorporation process, you will need all of the above in addition to the GST accounting method, frequency of filing returns and details of how you would like refunds to be paid (optional)
- Constitution (optional)
This can be completed online for NZ$150.
Step 3: Return signed consent forms
If you submitted your application online you will then be sent an email containing director and shareholder consent forms. These need to be printed off, signed by the appropriate director(s) and shareholder(s) and either scanned and uploaded or faxed back to the number on the form. Once these forms have been received and accepted by us the company will be incorporated and the certificate of incorporation will be sent to you via email.
What if I already have a company registered in Australia?
If you already have a company registered in Australia you may qualify to register as an overseas company.
An ‘overseas company’ is defined in the Companies Act 1993 as “a body corporate that is incorporated outside New Zealand” (section 2(1)). An overseas company can operate in New Zealand in one of three ways:
- By establishing a wholly owned New Zealand subsidiary company and registering on the New Zealand register under Part II of the Act (sections 11 to 15).
- By establishing a branch operation and registering as an overseas company on the overseas register under Part XVIII of the Act (sections 332 to 337).
- By transferring its incorporation from the country in which it is registered to New Zealand under Part XIX of the Act and becoming a New Zealand company by registering under Part II of the Act (sections 344 to 349 and 11 to 15).
A company name for an overseas company can be reserved online and then the rest of the process should be completed by completing the appropriate form.
How much will it cost?
|Register Search||Summary and additional info – Free||Search Agents provide – costs vary|
|Director, Shareholder Search||Summary online or PDF report sent via email – Free||Search Agents provide – costs vary|
|Address Search||PDF report sent via email – Free||Search Agents provide – costs vary|
|Banned Directors and Managers Search||Free||Search Agents provide – costs vary|
|Overseas Company Incorporation (Australian companies only)||NZ$150||NZ$150|
|Annual Return – Overseas Company||NZ$45||n/a|
Companies Office contact details
Ask a question online: www.companies.govt.nz/cms/customer-support/ask-a-question
Companies Office Mobile Services: http://m.companies.govt.nz
Freephone from Australia: 1800 4 BIZ NZ – 1800 424 969
0508 COMPANIES (0508 266 726) – New Zealand
Phone: +64 3 9622600 – Other international callers
Other useful links
www.ird.govt.nz – Inland Revenue Department
www.ppsr.govt.nz – Personal Property Securities Register
www.med.govt.nz – Ministry of Business, Innovation, and Employment
www.business.govt.nz – NZ Business Portal
newzealand.govt.nz – New Zealand Government Portal