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Your legal responsibilities

 

Incorporating a limited liability company provides the legal framework for doing business in New Zealand. 

It is important to be aware that operating as a limited liability company brings with it obligations for the company and its directors and shareholders. 

These obligations are set out in the Companies Act 1993, and are also summarised here.

 

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Legislation

Companies are subject to a wide range of legislation. A summary of legislation that companies should be aware of is provided here.

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Obligations as a director

Directors owe duties to the company, to its shareholders, and to others dealing with the company. It is essential directors are aware of what their responsibilities will be before they consent to become a director for a company.

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Shares and shareholders

It is very important to recognise the distinction between shareholders and directors. A shareholder is a person who holds shares within a company. The total number of shares can be divided into one or more share parcels for one or more shareholders.

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Maintaining & keeping records

The Companies Act requires that every company keep and maintain certain records.

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Financial reporting

Is your company required to file financial statements in accordance with the requirements of the Financial Reporting Act 1993?

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Enforcement

The Ministry of Economic Development's National Enforcement Unit investigates and, where appropriate, prosecutes offences under various legislation on behalf of the Official Assignee, the Registrar of Companies and the Registrar of Motor Vehicle Traders.

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Last updated 29 July 2008

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This information is a guide for Companies and their directors to the principal filing requirements of the Companies Act 1993.  It is not a complete statement of their obligations, nor is it intended as legal advice.

The omission of any information will not relieve a company or its directors from any penalty that may be incurred through failure to comply with the Companies Act 1993.