GENERAL INFORMATION

New Zealand comprises two main islands, the North and South Islands, and hundreds of other smaller islands. It is located in the south-western Pacific Ocean, southeast of Australia. The capital is Wellington, however, Auckland is recognised as the commercial capital of the country.

New Zealand is an attractive jurisdiction for the establishment of wealth planning structures such as the offshore trust, limited partnership and Limited Liability Company. It has robust legal and political systems which promote a stable economic and political environment, and it complies with international standards of regulation and supervision. Moreover, New Zealand offers excellent communications, business and commercial infrastructures.

Other basic facts:

Time zone

Greenwich Mean Time +12

 

Official language

English and Maori

 

National currency

New Zealand Dollar (NZD)

 

KEY CORPORATE FEATURES OF NEW ZEALAND LIMITED COMPANIES

Key Benefits
Structure well understood by financial institutions and customers
Provides limited liability
Permits splitting of dividend income to family members through shareholdings
Dividends may have imputation credits attached which will reduce or eliminate the individual’s tax liability
The Companies Act 1993 allows the registration of a ‘one person’ company
Flexibility with changing the ownership structure
Ease of setting up
Share Capital
Permitted currenciesAny currencies
Standard currencyNew Zealand Dollar (NZ$)
Minimum issued capitalOne (1) share
Authorised capitalN/A
Par / nominal valueN/A
Directors
MinimumOne (1)
Corporate directorNot allowed
Local director requirementsYes
Location of meetingAnywhere
Minimum number of meetingsAs necessary to comply with obligations under Companies Act 1993 and/or Constitution
Publicly accessible recordsYes
Shareholders
MinimumOne (1)
Bearer sharesNo
Corporate shareholdersAllowed
Local shareholder requirementsNo
Location of meetingAnywhere
Minimum number of meetingsOne (1) annually
Publicly accessible recordsYes
Company Secretary
MinimumN/A
Registered Office
RequirementsLocal registered office in New Zealand
Accounts
RecordsKept in New Zealand
Preparation of accountsYes
Audit requirements and filing

An NZ company that is a subsidiary of a body corporate incorporated outside NZ must file audited financial statements if, at the balance date for the two preceding accounting periods, at least one of the following applies:

• the total assets for the company and its subsidiaries were more than NZ$20 million,

• the total revenue was more than NZ$10 million.

Group financial statements must be filed for companies that, at the balance date, have one or more subsidiaries.

An NZ company with 25 per cent or more of its voting shares held overseas, must file audited financial statements if, at the balance date for the two preceding accounting

periods, at least one of the following applies:

• the total assets for the company and its subsidiaries were more than NZ$60 million,

• the total revenue was more than NZ$30 million.

This includes any NZ company with 25 per cent or more of its voting shares held by:

• a subsidiary of a body corporate incorporated outside NZ, or

• a person who is not ordinarily resident in NZ.

All Financial Markets Conduct (FMC) reporting entities must lodge annual audited financial statements under the Financial Markets Conduct Act 2013.

Annual Requirements
Annual returnBy due date / allocated filing month
Tax filingIncome year 1 April to 31 March. Income tax returns are required by 7 July or following 31 March if the company has a tax agent with an extension of time.
Taxation
Corporate tax28%
Goods and Services Tax (GST)15%
Capital Gains TaxNone
General
Legal systemCommon Law
Corporate re-domiciliationPermitted
Double taxation treaty accessYes
Exchange controlNo
Other Common Entities
PartnershipIncome and losses passed through and taxed at partner level
Limited PartnershipGeneral partner with unlimited liability. Limited partners have limited liability but limited management rights. Income and losses taxed at partner level, subject to loss limitation rules.

 

Look-through company

Limited liability company with flow-through tax treatment, income and losses taxed at shareholder level, subject to loss limitation rules.

The information in this document is not advice of any kind but general information only and should not be relied on as legal advice. Kensington Trust Group recommends seeking professional advice on legal or tax issues affecting you before relying on it. While Kensington Trust Group tries to ensure that the content of this document is accurate, adequate or complete, it does not represent or warrant, express or implied, its accuracy, correctness, completeness or use of any of the information. Kensington Trust Group does not assume legal liability for any loss suffered as a result of or in relation to the use of this document. To the extent permitted by law, Kensington Trust Group excludes any liability for negligence, for any loss, including indirect or consequential damages arising from or in relation to the use of this document.