New laws applying to ALL New Zealand registered companies and their director(s), contained in the Companies Amendment Act 2014, took effect on 28 October 2015. Non-compliant companies and their director(s) are currently under scrutiny by the Registry Integrity Team of the Ministry of Business, Innovation and Employment (MBIE) and its enforcement/compliance senior investigators. Prosecutions can be expected if company directors fail to comply with the law and their companies removed from the Register of Companies.
The Companies Office website sets out the new requirements:
Key date: no later than 28 October 2015
Applies to: All companies on the register of companies.
Make sure you have a director who:
- lives in New Zealand or
- lives in Australia and is also a director of an Australian incorporated company. You’ll be asked for the name of the director, and the name, address and Australian Company Number (ACN) of the Australian company.
Provide the following additional information to the Companies Office:
- date and place of birth of every director
- details of ultimate holding company, if applicable.
As part of its investigation into a number of companies and their director(s), where there appears to be a level of non-compliance with the law, SPCS has sought information from the Hon. Paul Goldsmith, the Registrar of Companies, and other agencies.
The following correspondence sheds some light on the above new law changes, but raises serious concerns about the lack of clarity in the changes.
- Official Information Request from SPCS to Registrar of Companies re Amendments to Companies Act 1993. See: OIR to Registrar of Companies dated 11 Jan 2016
- Response to SPCS Official Information Request from MBIE. See: OIR response from MBIE to SPCS dated 15 Feb 2016
“Of the 550,000 companies on the register of companies, approximately 5,000 have overseas directors only and will need to appoint a director who lives in New Zealand or in Australia (and if Australia, is a director of an Australian company) to stay compliant.”