Guide on how to register a company in New Zealand

Registering a company in New Zealand requires a myriad of forms, declarations, registrations, verifications, and account creations.

But it could be worth the hassle for an ambitious Kiwi entrepreneur. A company is scalable, credible to investors, has various tax benefits, and creates a separate legal entity to limit liability.

Besides, the process isn’t that daunting with a little know-how on registering a company in New Zealand.

Table of contents
How to register a company in NZ: A step-by-step guide What is required for registering a company in New Zealand? FAQs

How to register a company in NZ: A step-by-step guide

1. Confirm your structure

Before tackling this epic red-tape saga, is a company really ideal? Kiwis trading solo or with a companion might prefer a sole trader or partnership structure instead. Consult an accountant and also take some time to review the 'Choose a Business Structure Tool'.

2. Choose your company type

New Zealand has three different company types.

The Limited Liability Company: The most common type, recognisable by the "Limited," "Ltd," or "Tapui (Limited)" tag, sees the company take liability for legal and financial obligations. Shareholders are only liable for money owing on shares and personal guarantees.

The Co-operative Company: Also known as a co-op, this type of limited liability company provides goods and services to its members to serve their common needs.

Unlimited Company: This rare company type doesn’t limit shareholder liability. Thus, it's usually only used to meet specific international legal requirements.¹

3. Creating your RealMe® login and online services accounts

You must register a company through the aptly-named New Zealand Companies Office.

If you haven’t got one, you’ll first need a RealMe® login account. This secure platform verifies your identity so you can access various government services using a single username and password.²

Use the login to create an online services account with the Companies Register. Select “I am using this website as an individual” if you’re the company director and want exclusive access. Follow the steps to create your online services account.³

4. Reserving your company name

Brainstorm names that are relevant, memorable, and reflect your brand. Get feedback from colleagues.

The Companies Act 1993 prohibits registering a name that is identical or almost identical to an existing company.⁴

Use the Business NZ ONECheck Tool to see if your name is taken, what relevant webpage domains are available, and if any similar trademarks exist.

To reserve your company:

1. Log in to your online services account
2. Select the entity type
3. Enter your company name
4. Use auto-check to confirm availability
5. Click submit, and pay the $10 (plus GST) registration fee

Upon registering its name, you’ll have 20 working days to incorporate your company.⁵

5. Gather documentation

Gather documentation regarding your contact details, taxes, directors, shareholders, ultimate holding company, and constitution. We’ll provide the details later in this post.

6. Complete the online application

You received an email when reserving your company name, which had a link to begin the online application process. Alternatively, log in to your online services account. Select “My unfinished business,” “My tasks,” and “Complete Coy Application.”

Follow the prompts to upload your documents and pay the $118.74 (plus GST) application fee.⁶

7. Sign and submit the director and shareholder consent forms

You’ll receive an email with consent forms for each shareholder and director. You can also find these in your online services account under “My unfinished business.”

The Companies Register will pre-fill most of the form. Each shareholder and director must review the information and sign their own form.

To submit signed forms, go to the “My Unfinished Business” tab on your online services account. Select your company from “My Tasks,” and upload each form as a single-page PDF file under 20MB.

The Companies Office usually approves consent forms within one hour during normal office hours. Rejections will be notified by email along with a reason.⁷

8. Receive your Certificate of Incorporation

Upon approving the consent forms, the Companies Office will send you a Certificate of Incorporation with your unique company number. Your company will appear on the public Companies Register.

The Companies Office will tell you which month your annual returns are due. You may change this month to better suit your business under certain conditions.⁸

Registered companies automatically receive an NZBN and are added to the NZBN register, a public record of your business name, status, address, and contact details.⁹

What is required for registering a company in New Zealand?

You must gather the following documentation.

Company contact details

• An address holding the company's records
• An address where legal documents will be delivered
  • They can be the same address, and you don’t need to trade there, but they must both be a physical New Zealand address (no PO boxes)
• A contact address (real or PO box) for mail correspondence and an email address¹⁰

Tax registration

Requirements may depend on your circumstances.

• You can apply for an Inland Revenue Department (IRD) number by providing basic company details
• You can register as an employer for tax purposes by providing employment information
• You must register for GST if you’re likely to achieve a 12-month turnover of $60,000 or more
• You must disclose whether you're acting as your own tax agent or have hired an accountant¹¹

Registering directors

New Zealand companies must have one director living in New Zealand, or living in Australia while directing an Australian company. This person can’t be under 18, bankrupt, or prohibited from fulfilling the position under statutory provisions.¹²

You can register a director in your online services account through the “Directors” tab by providing a:

• Full legal name
• Place of birth and date of birth
• Physical residential address (no PO boxes)
• Date of appointment.

You will receive the director's consent form(s) via email that you must submit within 20 working days.¹³

Shares and shareholders

You must register all shareholders at the time of incorporation and disclose what shares they own. Depending on the shareholder–individual, company, or trustee–you will need to provide details like names, addresses, and IRNs.

You will receive shareholder consent forms via email that you must submit within 20 working days.¹⁴

Declaring an ultimate holding company (UHC)

If a UHC controls your company, you must provide information on its name, type, registration number, country of origin, and registered address. You must advise the Companies Office of any change of status within 20 working days.¹⁵

Company constitution

A company constitution details the rights, duties, and powers of the company board, directors, and shareholders.

It’s not legally required when incorporating a limited company. If you decide to incorporate without a constitution, the Companies Act 1993 will govern your company.

You can purchase a pre-made constitution or create your own to submit with your application.¹⁶

Opening a business account

While this is not mandatory for all businesses, it is best practice to have access to a dedicated business account to separate personal and company expenses for streamline record-keeping.

For Kiwi companies sending money across borders, Wise Business offers an affordable alternative to the banks. The transparent pricing means no hidden markups, and users get the mid-market exchange rate on every transaction.

A Wise Business account allows users to can send, receive, and hold in multiple currencies. Experience hassle-free global transactions by transacting like a local business. Here's what you get with a Wise Business account:

• Free to register — Hold and convert between 40+ currencies. Send to 140+ countries
• Debit cards for you and your team, which you can use in 150+ countries
• Multi-user access for team members, with ways to control and manage permissions
• Pay up to 1,000 recipients at once with the Wise batch payments feature
• Integrate with your favourite cloud accounting solutions like Xero, QuickBooks, and more
• Get account details to receive in 8+ currencies for a one-time fee of 40 NZD

Sign up for the Wise Business account! 🚀

This general advice does not take into account your objectives, financial circumstances or needs and you should consider if it is appropriate for you.

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FAQs

How much does it cost to register a company in NZ?

Some of the basic costs involved are: NZ$10⁵ (plus GST) to reserve a company name and NZ$118.74⁶ (plus GST) to incorporate a company.

How long does it take to register a company in NZ?

The online application only takes around 30 minutes. But collecting the paperwork can take days or even weeks. You’ll have 20 working days from the date you reserve your company name to complete the process.

How to register a company in New Zealand as a foreigner?

Setting up a business in New Zealand as a foreign national requires obtaining an Entrepreneur Work Visa, which has stringent requirements.

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Sources

1. Companies Register: Choosing a type of company for your business
2. RealMe: RealMe.
3. Companies Register: Setting up your online services account
4. Companies Register: The rules relating to company names
5. Companies Register: Reserving a name for a new company
6. Companies Register: Incorporating a company
7. Companies Register: Filing director and shareholder forms
8. Companies Register: Filing annual returns
9. Companies Register: New Zealand Business Number
10. Companies Register: Company addresses
11. Companies Register: Tax registration
12. Companies Register: Who can be a director
13. Companies Register: Registering the appointment of a director
14. Companies Register: Registering a shareholder
15. Companies Register: Declaring an ultimate holding company
16. Companies Register: Incorporating a company with a constitution