NZ Resident Director Services


It is a requirement for international entities setting up a New Zealand company to comply with all New Zealand business laws, including appointing a local NZ resident director. This can become a barrier for overseas-resident owners/investors looking to incorporate a company in New Zealand. Due to heavy exposure to personal liability company directors have in New Zealand, it can be difficult to find a New Zealand resident with the required skills who is willing to take on this role.

Smith and Partners provides international clients with a reliable and fast-tracked pathway to registering a company in New Zealand, and ongoing NZ resident directorship services.

Why choose Smith and Partners to provide your NZ resident director services?

While any person resident in New Zealand could theoretically fulfill the NZ resident director’s role, there are many advantages in appointing a senior commercial lawyer with extensive board and corporate governance experience.

Smith and Partners has local knowledge of how to work within New Zealand laws and regulations. We can also facilitate introductions to decision makers and elected representatives and assist with identifying accountants and other service providers to make up the professional team that is required.

The responsibilities of Directors under New Zealand law are very clearly defined and include significant obligations and liabilities. All company directors are required to be active participants in day-to-day governance.

Setting up a Deed of Appointment

Before agreeing to become your NZ Resident Director, Smith and Partners will undertake due diligence. This will allow us to ensure the requirements of the Overseas Investment Act are satisfied, and that all anti-money laundering legislation and any other statutory requirements are complied with.

On satisfaction of our due diligence, we will:

  • tailor a Deed of Appointment clarifying roles and responsibilities
  • draft and finalise the Constitution of the NZ company
  • prepare a shareholders agreement
  • make sure that all the legal requirements to register your company are completed

As your NZ Resident Director, Smith and Partners will advise on:

  • The establishment of a business plan and strategic plan, and the regular review of the performance of the company against them;
  • The appointment of a firm of accountants to supervise the establishment of financial and management accounting systems and the production of monthly reporting and filing of all income tax and GST (sales tax) returns;
  • The appointment of senior management answerable to the New Zealand Director or board of directors;
  • Development of company policies for: audit and risk profiling for the NZ Company; employment; health and safety; privacy; and other regulatory compliance dependent on the industry the NZ Company operates in; and
  • Regular review of the performance of the NZ Company against the policies and plans.
  • Compliance with New Zealand’s Anti Money-Laundering legislation.

Fees

The fees for this service will depend on the size and complexity of the company and the risks associated with the industry in which you operate. Due diligence is covered by a standard fixed fee. Upon completing due diligence, we will discuss the scope of services and provide a detailed fee structure before preparing the Deed of Appointment.

Typically the range of fees for establishing a New Zealand registered company with a professional resident director is between $20,000 – $40,000.

SCHEDULE

Initial fee:

includes due diligence on proposed NZ Company and ultimate holding company, statutory compliance including satisfying our obligations under AML/CFT and Overseas Investment Agency legislation, the appointment of company accountant, Executive team, and review of strategic and business plans.

$15,000 (one-off) plus GST, office expenses and disbursements
Payable upon satisfaction of preliminary exchange of initial requirements for each party.

Legal/Implementation fees:

including, but not limited to, drafting of Deed of Appointment of NZ Director, review and drafting of amendments to Shareholders’ Agreement and Constitution, and all statutory consenting and companies office filings including incorporation as necessary.

$5,000 – $20,000 (one-off) plus GST, office expenses and disbursements
Depending on work involved.

Insurance fee:

To cover Directors’ and Officers’ insurance premiums.

$1200 – $5000 (annual fee)plus GST
Depending on amount of cover and annual turnover.

Ongoing NZ Director’s fees:

Review of company performance against budget, strategic and business plans. Reporting back to overseas domiciled shareholders.

$2,000 – $8,000 per month plus GST, office and general expenses
Depending on work involved.

Additional assistance and expertise

In addition to NZ resident director services, we can also assist your company to negotiate commercial contracts, facilitate property purchase and commercial agreements and to generally deal with New Zealand regulations.

We can assist with:

  • Overseas Investment Office requirements
  • Commerce Commission compliance
  • Negotiating and drafting commercial contracts
  • Commercial Leases and/or commercial property purchases
  • Fair Trading Act
  • Competition Law
  • Advertising Law
  • Health and Safety Law
  • Employment Law
  • Food Safety Law
  • Resource Consents & Building Consents
  • Dangerous goods regulations
  • Import regulations and paperwork
  • Intellectual property

To get started establishing and incorporate company in New Zealand with a professional NZ Resident Director contact:
Peter Smith: +64 9 837 6882 or email: peter.smith@smithpartners.co.nz
Bret Gower: +64 9 837 3893 or email: bret.gower@smithpartners.co.nz

NZ Resident Directors