Companies Office changes ahead for directors

The Companies and Limited Partnerships Amendment Act 2014 has a few changes in store that will impact existing companies as well as new incorporations. These changes take effect from 1 May, 2015.

Important Changes for Directors

  • All New Zealand companies will need to have at least one director who lives in New Zealand. The only exception to this is if the Directors live in an “enforcement country”. At the moment, the only enforcement country is Australia. In that case, any Australian resident director must also be a director of an Australian incorporated company.
  • All companies must disclose their ultimate holding company details.
  • All Directors will need to provide their place and date of birth.

Existing companies will have 180 days to comply with the rule about a New Zealand resident director.

Criminal Offences

The act has introduced some new criminal offences for serious breaches of Directors’ duties. Specifically prosecutions will be able to be brought where:

  • a director acts in bad faith and not in the best interests of the company in the knowledge that his or her action will cause loss to the company.
  • a director incurs debt on behalf of the company when he or she knows the company is insolvent or would become insolvent as a result of the debt.

Don’t hesitate to contact us for advice if you feel you will be impacted by any of these changes. We maintain Companies Office records for many companies and if we don’t do this for you already, we are very happy to discuss the advantages.


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