Financial reporting for overseas companies

Overseas companies that must file financial statements

Companies on the Overseas Register must file financial statements if they or their New Zealand business are large.

What a ‘large’ company or business is

An overseas company or its New Zealand business is large if:

• at the balance date for the 2 preceding accounting periods, their total assets, including those of any subsidiary companies, are more than NZ$22 million, or
• in each of the 2 preceding accounting periods, their total revenue, including revenue from subsidiary companies, is more than NZ$11 million.

Financial statements you must file

There are 2 types of statements:

• overseas company’s financial statements
• group financial statements, if your overseas company has 1 or more subsidiaries.

If the New Zealand business of your overseas company is large, you must include its financial statements when you file your financial statements.

What you should do if:

Your large overseas company operates only in NZ

You only need to file financial statements for the overseas company. Include a covering letter explaining that the company only operates in New Zealand.

Your NZ business is no longer operating

If your large overseas company is registered on the Overseas Register, then you must file audited financial statements — even if your business is no longer operating in New Zealand.

When your New Zealand business is no longer operating, you should consider withdrawing your company from the Overseas Register.

How to remove a company from the Overseas Register

You want to ask for an exemption

In exceptional circumstances, we can exempt your company from filing financial statements. If it's granted, we publish a notice of your exemption in the New Zealand Gazette.

Companies Act 1993 — Section 207L New Zealand Legislation

Write to us explaining why you would like an exemption and provide information or documents in support of your request.

Contact us

Who can audit financial statements

Your financial statements must be audited by a qualified auditor. If your auditor is not based in New Zealand, they must be on the Register of Approved Overseas Auditors & Associations of Accountants.

Register of Approved Overseas Auditors & Associations of Accountants

Financial statements prepared overseas

Under some circumstances, you can file financial statements prepared in another country. To do this, we must agree that:

• your financial statements comply with the law in the country where your company is incorporated or constituted, and
• that country’s financial reporting laws are:
  • substantially the same as those in the Companies Act 1993, or
  • sufficiently equivalent in relation to the quality of financial reporting under the Act and comply with generally accepted accounting practice (GAAP) in New Zealand.

When you file financial statements

If your overseas company is large when it registers in New Zealand, it must file financial statements for the accounting period ending on its next balance date. If it's not large at the time it registers, but becomes large over 2 accounting periods, it must file financial statements for the following accounting period.

Selecting a balance date

When you register an overseas company in New Zealand, you must select a balance date for the company.

Other guides in

Managing an overseas company in New Zealand

• Registering your company to do business in New Zealand
• How overseas companies set up as a NZ business
• How to transfer incorporation to NZ
• Financial reporting for New Zealand companies registered in Australia
• Annual returns for overseas companies
• Updating directors' details on the Overseas Register
• 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

Other help topics