Incorporation of Company

Onshore Jurisdictions
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New Zealand

New Zealand is one of the most developed countries in the Pacific region. It is known as a jurisdiction with a standard taxation level. The country has a good reputation and is not included in any “black lists”.

New Zealand legislation provides the opportunity of incorporating and operating corporate bodies with a zero rate of tax, namely the Limited Partnership (L.P). A New Zealand L.P. with foreign members, which does not carry on a business in New Zealand and derives no income on New Zealand territory, is not liable to tax in New Zealand. According to the tax laws of New Zealand, an L.P. is not considered in this country as a separate subject of taxation. It is the Founders (“Partners”) who are liable to pay taxes from the profit received by the L.P. in their place of residence by proportion of the shares of interest belonging to them in the L.P.

A New Zealand L.P. company is a prestigious instrument due to the comparatively rare use of this jurisdiction in business practice. The jurisdiction is not on the “black lists” of any countries and has no restrictions on co-operation with residents of any states.

As a non-resident of the EU, a New Zealand L.P. company is an appropriate instrument for the purchase of goods in EU countries and their further export to countries outside of the EU. In the event that a New Zealand company is used, export from the EU becomes obvious, whereas if a company registered in any EU country is used for this purpose, the seller of the goods may not be sure whether the relevant operation is treated as an export from the EU or not.

Principal Corporate Legislation: The Companies Act, 1993, Limited Partnerships Act 2008 as amended
Type of Law: Common.
Language of Legislation and Corporate Documents: English
Type of Company for International Trade, Investment & Tax Planning: Limited Liability Company

Limited Partnership

 

 

New Zealand Limited Liability Company

Share Capital
Standard authorised share capital is NZD10,000. Minimum paid up share capital is NZD1.
Classes of Share Available
Registered shares, preference shares, redeemable shares and shares with or without voting rights.
Bearer Shares
Not permitted.
Restrictions on Trading
Banking, insurance, assurance, reinsurance, fund management, collective investment schemes, trust management, trusteeship business provision are not permitted.
Registered Office Required
Yes, must be maintained in the New Zealand.
Directors
Directors The minimum number of directors is one. Director can be of any nationality and need not be resident but at least one director must be a resident of New Zealand.
Shareholders
The minimum number of shareholders is one.
Publicly Accessible Records
Yes.
Nominee Shareholders and Nominee Directors
Allowed.
Location of Meetings of Directors and Shareholders
Anywhere.
Disclosure of Beneficial Ownership to Authorities
No.
Personal Presence Required
No.
Taxation
0-30%.
Double Taxation Treaty Access
Yes.
Requirements to File Accounts
Yes.
Requirement to File Annual Return
Yes.
Audit Requirements
None.
Currency
New Zealand dollar (NZD).
Exchange Control
None.
Language of Name
English.
Restricted Words
Words such as "Assurance", "Bank", "Building Society", "Royal", "Trust Company", "Trustee Company" etc. will require justification.
Name of a Company
The words "Limited" or "Ltd" must be part of the name of every company.
Time to Incorporate
Two weeks.

New Zealand Limited Partnership

Share Capital
Not applicable.
Restrictions on Trading
Banking, insurance, assurance, reinsurance, fund management, collective investment schemes, trust management, trusteeship business provision are not permitted.
Registered Office Required
Yes, must be maintained in the New Zealand.
Managers
The minimum number of managers is two. Manager can be of any nationality and need not be resident in the New Zealand.
Members
The minimum number of members is one.
Publicly Accessible Records
Yes.
Nominee Members and Nominee Managers
Allowed.
Location of Meetings of Members and Managers
Anywhere.
Disclosure of Beneficial Ownership to Authorities
No.
Personal Presence Required
No.
Taxation
Fiscally transparent.
Double Taxation Treaty Access
None.
Requirements to File Accounts
Yes.
Requirement to File Annual Return
Yes.
Audit Requirements
None.
Currency
New Zealand dollar (NZD).
Exchange Control
None.
Language of Name
English.
Restricted Words
Words such as "Assurance", "Bank", "Building Society", "Royal", "Trust Company", "Trustee Company" etc. will require justification.
Name of a Company
The words "Limited" or "Ltd" must be part of the name of every company.
Time to Incorporate
Two weeks.

 

Cost of Formation: Request a quotation

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