How to transfer incorporation to NZ

Applying to move your overseas company's incorporation

If your company is incorporated in another country and you want to carry on business in New Zealand, one of the ways you can do this is to transfer your incorporation to our Companies Register. 

What it means to transfer your incorporation

When you transfer your company, you apply to incorporate your company on the New Zealand Companies Register. This means your company will then become a New Zealand company and you must give up the registration in the country where your company is incorporated.

Before you apply, the company must have at least 1 director who lives in:

  • New Zealand, or
  • Australia and is a director of a company incorporated in Australia.

Who can be a director

How to apply

The application process involves several steps.

1. Reserve your company name

Before you start your application, you need to set up an online services account so you can reserve your company name.

Setting up your online services account

The name you reserve must end in Limited, if the shareholders are to have limited liability. There is a fee of $10 (plus GST) for this service.

How to reserve a company name

2. Apply to register your company

Download and complete Form 20. It must be signed by a director of the company.

Form 20 — Application by overseas company to register as a company PDF, 103 KB

With your signed and completed form, you need to send us:

  • confirmation of your name reservation — this is emailed to you after you've reserved it online
  • your Certificate of Incorporation, or an equivalent document, from the country where the company is currently incorporated
  • a certified copy of your company's constitution
  • a statutory declaration from a director or another authorised person confirming that there is nothing stopping your company from incorporating in New Zealand.

If your company is already on our Overseas Register

If your company is already registered — for example, if it's been operating as a branch in New Zealand — and you've already submitted your incorporation and constitutional documents to us, you don't need to provide them again.

Making a statutory declaration

Your declaration must comply with the Oaths and Declarations Act 1957. How you make the declaration depends on whether you make it in New Zealand or in another country.

Oaths and Declarations Act 1957 — Parts 9 to 11 New Zealand Legislation

3. Submit your application

Send your completed form and documents to:

New Zealand Companies Office
National Processing Centre
Private Bag 92061
Victoria Street West
Auckland 1142
New Zealand

4. How we process your application

We review your documents and if they're in order we'll advise you to complete the transfer by registering your company using our online services. We'll attach your completed Form 20 and the accompanying documents to your online application.

It costs $105 (plus GST) to incorporate a company.

5. Remove your company from the other country's register

Contact the appropriate agency in the country where your company was incorporated to find out how to remove your company from their register. 

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 12 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.

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.

See all 13 guides for Keeping company details up to date

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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 7 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.

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.

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.

Managing your online account 9 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.

Getting support to use the Companies Register 6 guides

Get help with any technical problems you have using the register, such as uploading documents or searching for companies, directors and shareholders.