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Register Company, NZ or AU
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Constitutions provide the administrative rules for companies. They are not compulsory. The
Companies Act already provides a set of rules, but the Act applies to all companies, large and
small and some rules which make sense for large corporations are not appropriate for small
ones. So some rules can be dropped or amended and some can be added.
These alterations are done in the company’s constitution. In particular our constitution states
that if any shareholder wants to leave the company they can not immediately sell to an
outsider – they first must offer their shares to remaining shareholders.
If you want different classes of shares the constitution is the place to specify them. The
constitution also specifies how new directors are to be appointed. We can make minor alterations
to the standard constitution, and will advise you if we are not prepared to make the changes you want.
More information at Company FAQs
If you have a company with no Registers, here are two good reasons for getting them:
1. Required by law: The Companies Act requires every company to keep a variety of
Registers [Share Registers, Directors’ Registers, details of company addresses etc].
Fines can be imposed for non-compliance.
2. Useful: If you do not keep track of changes to your company – particularly the
changes in ownership of shares – you will cause yourself problems in future. The
Share Register is the only record of who owns the company.
Every set of Registers contains the items listed below.
1. A copy of the certificate of incorporation
2. A copy of the constitution [if the company has one]
3. Register of Directors names and addresses, and date of appointment
4. Register of shares in the company bought and sold by directors
5. Register of “interests” which any director might have and which might be contrary to
the interests of the company.
6. Register of occasions on which a director is authorised to use company information
for his own benefit
7. Register of payments and other benefits given to directors by the company
8. Register of Indemnities and Insurances provided by the company to a director
9. Register of when and to whom the company has issued shares, their issue price and
details of payment of the issue price
10. Register of share transactions between shareholders.
11.Register of individual pages for each shareholder, showing details of their
12. Register of company addresses
13. Register of charges
14. Register of location of Registered Office
15. Opening Minutes, if relevant.
How far back do the records go?
These Registers will contain details of all changes to directors, shareholders and company
addresses since the incorporation of the company, or since January 2005, whichever is the
more recent date. We will complete all the information in Registers 3,4,9,10,11,12 and 14.
You will need to complete Registers 5,6,7,8 and 13.
$80.00 for Electronic Registers [for you to store on your computer]
or $95.00 for Electronic Registers and the same Registers repeated on paper, in a good quality ring binder, indexed, and with explanatory information.
We can provide the appropriate directors’ and shareholders’ resolutions, [and directors’ certificate if appropriate]. We will also notify the Companies Office of the changes
These are good quality ring binders, each with a set of index tabs, described below. We sell the folder/index tabs with no freight charge, but we sell them only in multiples of 8. [That is the only economical way to freight them to you].
These are good quality tabs [8 per set] which we use for our companies. They cost $9.00
per set and they are delivered to you freight-free.
All the documentation you need to merge two existing companies into one.
which we can supply. The price will probably be about $400.00, and includes the usual
status, and at least 15 potential members. The price will probably be about $350.00.
Incorporated Societies are supplied with a set of Registers similar to company registers.