How to Register a New Zealand Liability Company

Registering a New Zealand Look Through Company is a quick and easy process, consisting simply of incorporating a new New Zealand company and completing a single application for Look Through status.

What do I need in order to incorporate a New Zealand Company?

Before you apply to incorporate a New Zealand Company it is advisable to gather all of the required documentation which you will need for the procedure, such as:

  • Proof of Identity
  • Certified copies of the passports for all of the proposed Shareholders and Directors
  • Proof of Residence
  • Certified copies of a utility bill for all of the proposed Shareholders and Directors (can also be a local council rate bill, internet bill, cable TV bill, etc.)

In order to incorporate a company, you should also prepare:

  • A unique company name
  • A Registered Office address for use by the company
  • Details of all shareholdings for the company

How to incorporate a company?

  1. The company must first reserve a unique name, which cannot be the same as any name already in use by a New Zealand company, and must end with “LIMITED” or “LTD”. Once approved, the name will be reserved by the New Zealand Companies Office for 21 days.
  2. The application to incorporate the company must be lodged via the Companies Office’s online facilities, where details of the proposed company are entered.
  3. Before the application can be completed the nominated Directors and Shareholders need to complete and submit their Directors’ Consents and Shareholders’ Consents, which will be generated by the Companies Office. The forms must be returned as originals to the Companies Office, and scanned copies must be uploaded online.
  4. The copies of the passports and utility bills for all Directors and Shareholders must be submitted at the same time as the Consents.
  5. Once all the forms as submitted, the application is processed on the following working day, and the Company should be approved within a few hours

How to elect for LTC status?

Before applying for LTC status, the company must first meet all the requirements for being a Look Through Company.

The Company must:

  • Have a maximum of 5 shareholders
  • Only have shareholders who are individuals, Trusts, or other LTCs
  • Ensure that the shareholders unanimously agree to elect for LTC status

The Company must pass a resolution stating that it meets the requirements for LTC status, and that all shareholders agree to become an LTC.

The Company must submit an Inland Revenue Department’s IR 862 form. The processing can take up to six weeks, and if approved, the company will be granted LTC status.

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