Questions and answers about the changes to confirming authority
On 5 September 2019 the Companies Office changed the way we confirm authority to manage information on the Companies Register
Below are some questions and answers about the changes we've made.
Why is the Companies Office changing the way we confirm authority?
In a fast-changing world the Companies Office need to continuously review our business processes and the integrity of our registers. Following a recent review of our companies register authority model, we identified the following improvements including:
- More options for self-service of authority delegations
- Clarification that the role of the Companies Office is to ‘confirm’ rather than to ‘approve’ authority granted by companies to agents
- Using identity verification services (such as Driver Licence and Passport) to confirm the identity of authority requestors and delegators
Do the new methods apply to existing companies that I have authority over?
There is no impact on any existing Authorities held by you or your organisation. The new methods of ‘confirming’ authority will only apply to any companies over which you need to confirm authority in the future, e.g. for new clients.
Do the new methods replace the 'Company Key' and 'Request from Director' methods?
These methods will still be available, where they are available for a particular company.
Do the new methods affect the process for incorporating a new company? Do we need a Letter of Authorisation for this process?
The new authority model does not affect the process of incorporating a new company in any way.
Do the new methods only apply to authority requests for an individual, or do they also apply to a firm (organisation)?
The new authority model does not change the relationship between individuals and the firm. Any individuals who are associated with an organisation, that has authority over a company, will continue to do so. Where an individual associated with your organisation confirms authority over a new company on behalf of your organisation, all associated individuals will have authority over that company.
Do all users within our organisation need to verify their own identity?
From the 5th September onwards, when your firm needs to confirm authority over a new company (i.e. a new client whose company you do not yet have authority over), the individual who submits the request will be required to have their own identity verified just once, if they have not done so before. On successful completion of the new authority request, the other individuals who are associated with your firm in the register will automatically gain authority, as they would have before these changes.
If an organisation has authority, and the authority was gained by an individual who has left the organisation, what happens with the verification?
Verification of identity is at an individual level, Authority is at an individual OR organisation level. Therefore if an individual requests authority on behalf of an organisation they belong to, all individuals linked to the organisation will have authority. When the individual leaves the organisation, the organisation will still have the authority. The key thing to understand is ‘who has administrator rights’ for your account on the companies register; that person will be able to remove any staff who no longer work for your company, and add any new staff.
Does the Companies Office accept any other form of ID for a Director, i.e. if they don’t have an NZ Driver Licence or Passport?
The only ID we will accept for the ‘Director Identification’ service is an NZ Driver Licence or Passport. If the director or person requesting authority does not have either of these, another option is to choose the ‘Letter of Authorisation’ method, whereby an overseas Driver Licence or Passport can be uploaded (or faxed) and will be verified by the Companies Office.
What is the key difference between the old Letter of Authority form and the new Letter of Authorisation form?
The new Letter of Authorisation form now requires the Director’s signature.
Are we able to submit our organisation’s Client Engagement letter, instead of the Companies Office Letter of Authorisation?
You can use your own Client Engagement letter as long as it has ALL of the information that we require on our template; particularly ensuring that the company director has signed the letter, and it is clear who they are delegating authority to.
What happens if the Director’s name on the Register does not match their ID?
You will need to enter the Director’s name exactly as it appears on their ID. If this does not match the details on the Companies Register, you can confirm authority using the Letter of Authorisation method (or one of the other methods) as a back-up, and once authority has been granted, you can access the Directors details on the Register and amend them to ensure it matches the name on the ID used.
What happens if the Director Identity verification fails?
Check the following:
- The director’s name on the register and name on the ID matches.
- The director’s date of birth on the register matches the date of birth on the ID.
- The ID is valid (hasn’t expired).
- The version number is correct (if Driver Licence used)
- The details have been keyed in correctly.
What happens if the User (Agent) Identify verification fails?
Check the following:
- The user’s account name on the register and name on the ID matches.
- The user’s date of birth on the register matches the date of birth on the ID.
- The ID is valid (hasn’t expired).
- The version number is correct (if Driver Licence used)
- The details have been keyed in correctly.
Where do I find the new Letter of Authorisation form?
What if I have already filled out the old letter of authority?
We will accept the old form for a limited period of time, whilst our customers adjust to the new methods.
Does the new Letter of Authorisation support e-signatures?
Yes as long as it fits our technical requirements.
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.
- Incorporating a company
- How to reserve a company name
- Transferring a company name reservation
- 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 an NZ business
- Ultimate holding companies
Keeping company details up to date
14 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.
- Law changes to help companies comply with their rules
- How to file an annual return
- Confirming your authority to manage information
- Getting a copy of your company information
- Adding, amending or removing a company constitution
- Changing a company name
- Updating company addresses
- Registering the appointment of a director
- Updating a director's details
- Managing share allocations
- Updating a shareholder's details
- Applying for a correction to the register
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
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
12 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.
- Law changes to help companies comply with their rules
- Keeping company records
- How we enforce the law
- Reporting to the Companies Office
- Reporting a director
- Company meetings
- How to file an annual return
- What it means to be a director
- What it means to be a shareholder
- Who needs to submit financial statements
- Banned directors
- Making a complaint
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 an 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
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.
- Setting up your online services account
- Confirming your authority to manage information
- Filing documents with electronic signatures
- Managing who can use and update your account
- 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
7 guides
Get help with any technical problems you have using the register, such as uploading documents or searching for companies, directors and shareholders.