Recent changes to the New Zealand Companies Act 1993 (Act) will soon require companies incorporated in New Zealand to have at least one director resident in either New Zealand or in an enforcement country.  Enforcement countries will be determined by regulations. Currently, the only listed enforcement country is Australia.  Directors who are resident in an enforcement country must also be a director of a registered company (excluding a branch of an overseas company) in that country.  

The changes come into effect on 1 May 2015, with all existing companies having an additional 180 days to comply with the new requirements (so by 28 October 2015).  The changes form part of a raft of amendments to the Act which are aimed at maintaining New Zealand’s reputation as a trusted place to do business.  

Other changes include the requirement for directors to disclose their date and place of birth.  Companies will also be required to disclose, where applicable, information about their ultimate holding company (a body corporate that is the holding company of the company and is not a subsidiary of any other body corporate).  Information to be provided includes its name, country of registration, registration number, registered office and any other prescribed information.  There are also ongoing disclosure requirements relating to any changes to the ultimate holding company.  

Kate Telford, Partner and Julika Wahlmann-Smith, Senior Solicitor are both members of Hesketh Henry’s Corporate and Commercial Team and can be contacted for further information on kate.telford@heskethhenry.co.nz and julika.wahlmann-smith@heskethhenry.co.nz