Applying for company amalgamations
How to file your application online
When you've prepared all the documents, you need to file your amalgamation online. It must be submitted on or before the date the amalgamation takes effect.
Before you start your application
Before you start your application, gather all the information and documents you'll need.
Use our checklists
Checklists are available to help you make sure you’ve satisfied all requirements when applying for amalgamations.
How to apply online
To file your application online you must have:
- a RealMe® login
- an online services account for the Companies Register, and
- authority to act for the company.
To file your amalgamation, log in to your account and follow these steps.
1. Find the companies involved in the amalgamation
- From the 'Online services' menu go to the 'Other tasks' section and select 'File an amalgamation'. You can also use the link that follows these instructions.
- Search for the company that will be the amalgamated company using its company name, company number or New Zealand Business Number (NZBN).
- Select the company from the search results.
- Indicate whether you're completing the application for yourself or your employer.
You'll only have this option if you're an authorised user. - Search for the company or companies that will be removed from the register when the amalgamation takes effect using their company name, company number or New Zealand Business Number (NZBN). Select each one.
2. Upload the amalgamation documents
Select the 'Amalgamation documentation' tab, then 'Browse' or 'Choose file' to upload your amalgamation documents. It's helpful if you assemble them in order. This makes it easier for you and our legal team to check.
Until the date of your amalgamation all the documents you upload show as 'Pending'.
Long-form amalgamation documents
Upload the documents in this order:
- the amalgamation proposal
- certificates
- consents.
Don't upload:
- board or shareholder resolutions
- copies of public notices about your proposed amalgamation
- any other notice to shareholders or secured creditors.
Short-form amalgamation documents
Upload the documents in this order:
- resolutions
- certificates
- consents.
Don't upload notices to secured creditors.
Section 223 of the Companies Act 1993 lists the documents you need to file.
3. Specify a date for the amalgamation
Enter the date you've chosen for the amalgamation to take effect.
If you choose a Saturday, Sunday or public holiday for your effective date, you must file your amalgamation no later than the working day before. Registration will take place on the next working day but the effective date will still be the same. For example, the next working day would be a Monday if you file no later than the Friday to amalgamate on a Saturday or a Sunday.
4. Add comments and upload any supporting documents
Provide any relevant details.
Comments
Note anything that you think might be important to your application. For example, tell us if:
- the directors of the amalgamated company are changing
- the amalgamation is into a subsidiary where the shareholders or shareholding of the amalgamated company will change
- you intend to change the name of the amalgamated company.
Supporting documents
Upload your supporting documents as 1 attachment. These include:
- the list of directors' names with their date and place of birth — this is for our internal use only and is not made public
- a name reservation notice, or your completed Form 4 if you're changing the amalgamated company's name.
5. Pay the amalgamation fee and submit your application
Select the Payment button to pay the application fee of $350 (plus GST). We'll send a receipt by email when your payment has been accepted.
Select Submit to file your application for amalgamation.
6. Check the status of your application
The current status of your application appears in the 'My unfinished business' section of your dashboard.
Following registration, we'll send you the Certificate of Amalgamation by email.
All help topics
Before you start a company
5 guides
Get an overview of how companies are structured, find out about the company records you need to keep, and what's involved when you incorporate with and report to the Companies Office.
Starting a company
11 guides
You need to comply with New Zealand laws when you incorporate your company with the Companies Office, including reserving a company name, appointing directors, issuing shares and registering for tax.
- Incorporating a company
- Reserving a name for a new company
- Company addresses
- Tax registration
- Registering the appointment of a director
- Registering a shareholder
- Filing director and shareholder consent forms
- Issuing shares in a company
- Incorporating with a company constitution
- How overseas companies set up as a NZ business
- Ultimate holding companies
Keeping company details up to date
13 guides
Once your company is registered with the Companies Office, nominate who will have authority to file your annual returns, and update your name, address, constitution, director and shareholder details.
- Confirming your authority to manage information
- How to file an annual return
- Getting a copy of your company information
- Updating company addresses
- Updating a director's details
- Registering the appointment of a director
- Updating a shareholder's details
- Managing share allocations
- Changing the name of a company
- Adding, amending or removing a company constitution
- Changing your financial reporting month
- Adding or updating additional NZBN information
Shares and shareholders
7 guides
When you incorporate, you must provide details of all company shares and shareholders. As changes occur, you must update this information on your own share register and in your company's annual return.
Company directors
7 guides
Directors have responsibilities to their company and shareholders, and under the Companies Act 1993. You must register all your directors with the Companies Office and they must sign a consent form.
Filing annual returns
8 guides
Find out about filing an annual return — the information you need to update, how to change your filing month or request a time extension — and what happens if you don't file your annual return by the due date.
Complying with the law
11 guides
Find out how New Zealand law affects the directors and shareholders of your company, and your responsibility to create and maintain accurate company records, report to us and file financial statements.
Financial reporting
7 guides
Some large New Zealand and overseas companies, and all FMC reporting entities must submit audited annual financial statements to the Companies Office.
Managing an overseas company in New Zealand
11 guides
Before they can carry out some business activities, companies incorporated in other countries, including Australia, must register with the Companies Office and then keep their company details up to date.
- Registering your company to do business in NZ
- How overseas companies set up as a NZ business
- How to transfer incorporation to NZ
- Financial reporting for overseas companies
- Reporting for NZ companies registered in Australia
- Annual returns for overseas companies
- Updating directors' details
- Updating addresses of overseas companies
- Changing the name of an overseas company
- Updating the constitution of an overseas company
- How to remove a company from the Overseas Register
Closing a company
11 guides
When your company closes down you need to remove it from the register. Your company can be removed if it amalgamates with another company or doesn't file its annual return.
- Before you close your company
- Removing your company from the register
- When the Registrar removes your company
- How to remove a company from the Overseas Register
- Objecting to the removal of a company
- Withdrawing an objection
- How companies amalgamate
- Before you apply for amalgamation
- Preparing documents for a short-form amalgamation
- Preparing documents for a long-form amalgamation
- Applying for company amalgamations
Restoring a company to the register
4 guides
Only some companies can be reinstated to the Companies Register once they've been removed. Find out who can apply, what evidence to provide and if you should apply to the Registrar or the High Court.
When your company fails
9 guides
Find out about voluntary administration, receivership and liquidation (external administration), and the roles and responsibilities of those appointed to manage your company's affairs.
- What happens during voluntary administration
- Appointment and responsibilities of administrators
- What happens after a watershed meeting
- What happens during receivership
- Appointment and responsibilities of receivers
- What happens during liquidation
- Appointment and responsibilities of liquidators
- Filing by administrators, liquidators or receivers
- Holding creditors' meetings
Managing your online account
8 guides
Creating an account with the Companies Office allows you to complete the majority of your transactions online. It's free to set up, but fees apply for some transactions, such as filing annual returns.
- Setting up your online services account
- Confirming your authority to manage information
- Updating your online services account details
- Forgotten your RealMe® username or password
- Customising your online services account
- Schedule of fees
- Managing payments on the Companies Register
- Lodging other documents
Getting support to use the Companies Register
8 guides
Get help with any technical problems you have using the register, such as uploading documents or searching for companies, directors and shareholders.
- Uploading documents to the Companies Register
- Filing documents with electronic signatures
- Forgotten your RealMe® username or password
- Searching the Companies Register
- Searching the PPSR from the Companies Register
- Searching using other applications
- NZBN and the Companies Register
- Suppressing a residential address on the register