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Company Formation New Zealand

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Holding in New Zealand

Updated on Tuesday 17th May 2022

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Holding in New Zealand.jpgA holding in New Zealand is a company that is not involved in trading, rather it is used solely for the purpose of owning shares in other legal entities and controlling them by means of having a majority shareholding.
 
This means that the holding is used particularly for the purpose of actually holding assets, whether they are in the form of stocks, property, trademarks or other assets.
 
The process of company formation in New Zealand is the same for opening a holding as it is for other businesses engaged in trading. Registrations are mandatory and investors need to follow a few key steps.
 
 
 Quick Facts  
Legal entities used  Limited company incorporated as per the New Zealand company formation laws

Incorporation method

Registration with the Companies Office for the holding in New Zealand
Incorporation time 

Estimated at 3 working days

Types of assets owned by the holding

- stocks in other companies,

- bonds,

- real estate,

- trademarks,

- copyright, etc

Requirement for local bank account (Yes/No) 

Yes

Residency requirements for the founder(s)

No

Advantages

- asset protection,

- subsidiary management and control,

- succession planning

Precautions

The treatment of different types of assets for tax purposes

Shareholding structure 

The holding in New Zealand acts as the parent business entity for other business forms.

Minimum Capital

No mandatory minimum capital for a holding in New Zealand

The LLC is required to issue at least 1 share

Taxation in New Zealand

28% standard corporate income tax rate

Control

The New Zealand holding company is controlled by its founders.

Registered agent requirements

A registered agent is not mandatory, but advisable.

Accounting and reporting

Small and medium companies are subject to lighter accounting requirements.

The annual income tax return is typically filed until March 31 the following year

Number of double taxation treaties New Zealand has 40 double tax treaties with countries worldwide.
 
 
Read below to find out more about the holding in New Zealand and reach out to our team if you have questions or require assistance.

Holding company incorporation in New Zealand

 
The steps for opening a company, including for opening a holding in New Zealand, are the following:
 
  1. Choose a unique name: a new company name is reserved before its availability is checked; the online reservation costs $10 to which GST is added;
  2. Establish a registered address: the company needs to have a registered address located in New Zealand and this will be the one where the books and records are kept;
  3. Draw up the constitutive documents: the company’s constitutive documents can be written by our team of company formation agents;
  4. Register the business: this is done with the Companies Office; the company also needs to be registered for tax.
 
In addition to these, a holding in New Zealand needs to meet the shareholder and director requirements: the company shareholders are registered (each shareholder needs to be mentioned). An individual or another NZ company can act as shareholder.
 
All New Zealand companies must appoint a director who lives in the country or who lives in Australia and is the director of a company incorporated there.
 
The company is perceived to be a separate legal entity from its founders. The appointed shareholders are only liable to the extent of the capital they have invested in the company.
 

Holding company taxation and mandatory requirements

 
Investors who plan to open a company in New Zealand that will not be used as a holding itself, but rather it will be controlled by a holding located in another country, need to report this status.
 
For the purpose of company formation, the UHC or ultimate holding company status, is reported when registering a company in New Zealand with the Companies Office, part of the Government of NZ.
 
This means that when a company incorporated in the country has an ultimate holding company that will have majority shareholding in it, information about the UHC will be included in the data submitted to the Register. The information that will be disclosed about the holding company controlling the business registered in New Zealand will be the following:
 
  • - name and country of registration;
  • - registration number or code;
  • - the address of its registered address.
 
The taxation regime applicable to NZ registered companies is the following:
 
  • - 28% corporate income tax;
  • - dividend withholding tax of 0% when the nonresident has a voting interest of 10% of more in the company;
  • - in other cases, the nonresident withholding tax on dividends is 15%;
  • - there is no special holding company regime in New Zealand.
 
The tax year in NZ has a standard run date from 1 April to 31 March the following year. Companies can apply for a non-standard date in certain cases, such as to align the accounting and tax year end.
 
Our team of company formation agents in New Zealand can help you registered a holding in New Zealand or incorporate a NZ company that has its majority shareholding owned by an outside holding.
 

The advantages of a holding in New Zealand

 
A holding company presents a set of advantages. These are briefly listed below by our team:
 
  • - Protect various types of assets: the holding can be used for holding capital, property such as real estate or intellectual property;
  • - Reduce risk: by separating the assets with the help of a holding company, the overall risk is reduced; moreover, should a subsidiary fail, the holding company is generally nor liable for its actions;
  • - Development: the holding company can diversify its assets, it can take up new investments and cease to invest in certain types of assets, accordingly;
  • - Succession: the holding company survives the change of ownership or the death of its founders; it can be a useful tool for succession planning.
 
The holding company set up in New Zealand can own total or partial shares in its subsidiaries, thus allowing it to have full or partial control.
 
Contact us for more information about holding companies, the regimes applicable to these entities and other relevant questions.

Meet us in Wellington


Call us now at +44 203 287 0408  to set up an appointment with our business consultants in Wellington, New Zealand. Alternatively you can incorporate your company without traveling to New Zealand.

As a BridgeWest client, you will benefit from the joint expertize of local lawyers and international consultants. Together we will be able to offer you the specialized help you require for your business start-up in New Zealand.

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