Filing director and shareholder consent forms

Completing the registration process

When you submit your online application for incorporation, you must register all company directors and shareholders. Each director and shareholder must sign a consent form and return it to us for their registration — and the incorporation of your company — to be finalised.

A signed consent form for each company director and shareholder must be returned to us within 20 working days of submitting your online application for incorporation.

The forms must have been returned and accepted for registration before 5pm on the last working day of that 20 day period.

If all forms aren't received by the due date:

  • all information you've provided about your company, including director and shareholder details, is deleted from the Companies Register, and
  • you must begin the incorporation process again, including paying any fees.

Once you've entered your directors' and shareholders' details, we email you a consent form for each person to sign and return.

These forms are pre-filled with all the necessary information and can be:

  • saved to your computer and emailed to each director and shareholder, or
  • downloaded, printed and distributed for signature.

You can also download these forms from the 'My unfinished business' application on your online services account dashboard.

Preparing director's and shareholder’s consents

If you prefer to prepare consent forms ahead of time, download these blank forms.

Form 2 — Director’s consent for a new company PDF, 184 KB opens in a new window

Form 3 — Shareholder’s consent for a new company PDF, 153 KB opens in a new window

Directors

Each director must sign a consent form and, in doing so, certify they aren't disqualified from being appointed or holding office.

Sometimes we might request additional information to confirm the identity or personal information of a proposed director.

Shareholders

Shareholder consent forms should be signed by the shareholder themselves. In some circumstances, an agent or solicitor may need to sign a form on a shareholder's behalf.

If a shareholder holds shares in more than 1 share allocation they may need to sign multiple consent forms. The shareholder must sign and return each consent form they receive.

Sometimes we request additional information to confirm the identity or personal information of a proposed shareholder. Where the shareholder is a company with an overseas address, we may request additional proof of identity from a director or other senior representative of the company.

Where an agent is signing

An agent must provide written confirmation of their authorisation to sign on behalf of a shareholder.

A copy of that authorisation must be submitted along with the consent form. The following example shows the authorisation wording we generally consider acceptable.

Authorisation to agent to sign consent of shareholder of proposed company PDF, 54 KB opens in a new window

Where a solicitor is signing

A solicitor who holds power of attorney can sign a consent form on behalf of a shareholder.

In this instance, a certificate of non-revocation must be provided by the solicitor, along with the signed consent form. This certifies that the solicitor has current power of attorney to sign legally binding documents on behalf of the shareholder.

For each consent form you're uploading, check that:

  1. consent has been given on the correct form
  2. the form is completed and signed
  3. the director or shareholder details match those supplied in your application on the Companies Register
  4. you have scanned and saved the form to your computer in a suitable file type and size (e.g. PDF less than 50MB)
  5. the document image is readable and of good quality

During normal business hours, we aim to process consent forms within 1 hour of receipt. Consent forms received outside normal business hours are processed on the next working day.

If we accept your consent form

If we accept your consent forms for registration, we send an email confirming this.

A Particulars of director or Particulars of shareholder document is added to the document history section of your online services account. Your signed consent forms are also filed under your document history.

If you're incorporating a company, we send your Certificate of Incorporation once we've accepted and registered the last consent form.

If we reject your consent form

If we reject a consent form, we send an email advising why, and ask you to resubmit the form. We may also ask you to provide additional identification.

Generally a form is rejected because:

  • the image quality of the form is poor
  • the details on the form don't match those supplied in your application on the Companies Register.

If the details don't match you must correct either:

  • the details you've entered on the Companies Register, or
  • the form, which you can find in the 'My unfinished business - My applications' section of your online services account dashboard.

Correcting director or shareholder details

To correct the details of a director or shareholder you must have:

  • a RealMe® login
  • an online services account with the Companies Register
  • confirmed authority to act on behalf of the company.

RealMe logins and setting up an online services account

Confirming your authority to manage information

How to correct director or shareholder details

Log in to your online services account, enter a company name, company number or New Zealand Business Number, and follow these steps.

  1. Select the Update company details option, and the Complete Coy Application tab.
  2. Select either the Directors or Shareholders tab
  3. Enter the correct details for the director or shareholder.
  4. If you're correcting details for a director who is also a shareholder, ensure you select the Shareholder tab to check those details are correct, too.
  5. Select Submit.
  6. New consent forms are emailed to you, but can also be downloaded from the My unfinished business application on your online services account dashboard.
Update director details

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