New Zealand - Establishing an OfficeNew Zealand - Establishing an Office
Establishing a permanent office in New Zealand can take several forms, all similar to structures available in the United States:
INDIVIDUAL PROPRIETOR: As in the United States, an individual may establish a business without incorporation, subject to various formalities and authorizations that apply to specific types of activities. The owner has the sole responsibility for the operation and is personally liable for the business’ debts.
PARTNERSHIP: Partnerships and the general principles relating to the rights and liabilities of partners are like those applicable under English or American law. Generally, a partner is jointly and separately liable for all debts of the firm while a partner. A special partnership, like a limited partnership under English law, may be formed to transact business other than banking and insurance. Such a partnership must be registered and consist of general partners and special partners. Special partners may invest in, but not transact, the business of the partnership.
COMPANY: The Companies Act of 1993 governs all new companies and existing companies that re-register under the new Act. Companies may have limited or unlimited liabilities, however, many companies are established as limited liability companies (Ltd). The shareholders of limited liability companies are liable to creditors on dissolution only to the extent of any unpaid calls on their shares. A limited liability company must have the word "Limited" as the last word of its name.
The Registrar of Companies grants the required registration and the Inland Revenue Department assigns an IRD number. New companies must have at least one share, one shareholder, and one director. The New Zealand Companies Office provides guidance on the steps and documentation required to incorporate. Companies must maintain proper accounting records and prepare an annual report, including financial statements for shareholders. Companies also must file an annual return at the Companies Office.
In New Zealand, the Companies Act also provides for companies incorporated outside the country to conduct business. An overseas company must not conduct business in New Zealand unless the name of the overseas company has been registered with the Registrar of Companies. Overseas companies must file an annual return with the New Zealand Companies Office. However, please note that registration with the New Zealand Companies Office does not imply creditworthiness or good standing and, taken alone, should not substitute for the process of due diligence.
Repatriation of overseas capital and capital gains is permitted. The New Zealand Government allows the remittance of profits, interest, and dividends earned by overseas investors. This policy applies to loan, direct, and portfolio investments. American companies, however, are encouraged to seek advice from legal counsel on tax policy and implications. Prepared by the International Trade Administration. With its network of more than 100 offices across the United States and in more than 75 markets, the International Trade Administration of the U.S. Department of Commerce utilizes its global presence and international marketing expertise to help U.S. companies sell their products and services worldwide. Locate the trade specialist in the U.S. nearest you by visiting http://export.gov/usoffices.
INDIVIDUAL PROPRIETOR: As in the United States, an individual may establish a business without incorporation, subject to various formalities and authorizations that apply to specific types of activities. The owner has the sole responsibility for the operation and is personally liable for the business’ debts.
PARTNERSHIP: Partnerships and the general principles relating to the rights and liabilities of partners are like those applicable under English or American law. Generally, a partner is jointly and separately liable for all debts of the firm while a partner. A special partnership, like a limited partnership under English law, may be formed to transact business other than banking and insurance. Such a partnership must be registered and consist of general partners and special partners. Special partners may invest in, but not transact, the business of the partnership.
COMPANY: The Companies Act of 1993 governs all new companies and existing companies that re-register under the new Act. Companies may have limited or unlimited liabilities, however, many companies are established as limited liability companies (Ltd). The shareholders of limited liability companies are liable to creditors on dissolution only to the extent of any unpaid calls on their shares. A limited liability company must have the word "Limited" as the last word of its name.
The Registrar of Companies grants the required registration and the Inland Revenue Department assigns an IRD number. New companies must have at least one share, one shareholder, and one director. The New Zealand Companies Office provides guidance on the steps and documentation required to incorporate. Companies must maintain proper accounting records and prepare an annual report, including financial statements for shareholders. Companies also must file an annual return at the Companies Office.
In New Zealand, the Companies Act also provides for companies incorporated outside the country to conduct business. An overseas company must not conduct business in New Zealand unless the name of the overseas company has been registered with the Registrar of Companies. Overseas companies must file an annual return with the New Zealand Companies Office. However, please note that registration with the New Zealand Companies Office does not imply creditworthiness or good standing and, taken alone, should not substitute for the process of due diligence.
Repatriation of overseas capital and capital gains is permitted. The New Zealand Government allows the remittance of profits, interest, and dividends earned by overseas investors. This policy applies to loan, direct, and portfolio investments. American companies, however, are encouraged to seek advice from legal counsel on tax policy and implications. Prepared by the International Trade Administration. With its network of more than 100 offices across the United States and in more than 75 markets, the International Trade Administration of the U.S. Department of Commerce utilizes its global presence and international marketing expertise to help U.S. companies sell their products and services worldwide. Locate the trade specialist in the U.S. nearest you by visiting http://export.gov/usoffices.