If a company was removed from the Companies Register you may be able to apply to reinstate it. Depending on the company's circumstances, you apply to the Registrar of Companies or the High Court.
Applying to the Registrar of Companies
Apply to us to restore a company under Section 328 of the Companies Act 1993 if one of the following reasons applied to the company when it was removed from the register.
- The company was carrying on business at the time the company was removed.
- The company was a party to legal proceedings at the time the company was removed.
- The company was in receivership or liquidation at the time the company was removed.
- The grounds for removal didn't exist at the time the company was removed.
Who can apply to the Registrar
To apply to the Registrar, you must have been at the time the company was removed:
- a director or shareholder of the company
- a creditor of the company
- a liquidator or a receiver of the company.
When you apply you must include evidence that supports your reason for applying for restoration.
When the company is restored, you may also need to provide further documentation to keep the company on the register — for example information about your company's directors. We'll contact you by email if we need more documentation.
Status of the company's directors
Even if we restore a company to the register, it can't remain registered if:
- none of the directors of the company live in:
- New Zealand, or
- Australia and are a director of a company incorporated in Australia
- the company has only 1 director, and they're bankrupt or banned from being a director.
Applications to the High Court
If your company can’t be restored by the Registrar, you may be able to apply to the High Court under Section 329 of the Companies Act 1993 if:
- your application is urgent
- your application to the Registrar hasn’t been accepted because it didn't meet the requirements of Section 328.
- we couldn’t complete the restoration because we received an objection
- the company was removed after the completion of its liquidation
- the company was removed before 1 July 1994.
Companies that can't be restored to the register
Some companies can't be restored to the Companies Register.
You can't apply for restoration if the company was registered as an overseas company on the Overseas Register.
You can't apply for restoration if the company was removed from the register after an amalgamation. For example, if your company merged with or was taken over by another company, any assets of the removed company are now owned by the newly merged company.