Incorporation and listing air new zealand limited was incorporated in 1940 and is registered in new zealand under the companies act 1993. The companies act is an act of parliament passed in new zealand in 1993. The brevity of the statutory provisions is both a strength and weakness of the regime. Companies act 1993 no 105 as at january 2020, public.
Company law in new zealand provides a comprehensive discussion and analysis of the principles of company law in nz. Company law handbook 2018 book thomson reuters new zealand. New zealand companies legislation 2018 company law law. Mason v lewis decision holding that the test for determining what reckless trading under section 5 of the companies act 1993 is an objective one. The travel agent who handles the bookings has the job of arranging the contract. The text explains the theoretical background to the 1993 reforms effected by the companies act 1993 and deals fully with their practical implications. New zealand are the companies act 1993, the overseas investment act 2005, the commerce act 1986, the contract and commercial law act 2017, the personal property securities act 1999, the fair trading act 1986 and the income tax act 2007. Changes authorised by subpart 2 of part 2 of the legislation act 2012 have been made in this official reprint. Duties of directors under the companies act 1993 in this and future editions of the legal lounge i will outline some of the statutory duties and obligations that apply to directors and officers of corporate entities under a variety of statutes, and. According to former party leader rodney hide, act stands for individual freedom, personal responsibility, doing the best for our natural environment and for smaller, smarter government in its goals of a prosperous economy, a strong society, and a quality of life that is. The major reforms introduced by the companies act 1993 were only covered in practitioner works such as morisons company law butterworthslexisnexis, new zealand companies and securities law cch and andersons company law brookersthomson reuters and introductory texts such as guidebook to companies and securities law cch. The statutory framework section 129 of the companies act 1993 the act was proposed by the new zealand law commission in 1989 as both a regulatory and governance strategy.
Find out how new zealand law affects the directors and shareholders of your company, and your responsibility. Duties and liabilities imposed on a director of a new zealand. We recommend that a company has a constitution for two main reasons. Ross r i ihe companies act 1993, which came into effect on 1 july 1994, provides for greater flexibility for corporate operations and for corporate restructur j l ing in new zealand. The latest on the most extensive range of legal journals in the australian market, along with articles, news, submission requirements and more. Nov 26, 20 however, relief may still be available as there is a mechanism in the new act for overseas companies to seek an exemption where they can establish an appropriate rationale, including where financial statements prepared under their local laws effectively satisfy the new zealand requirements. New zealands companies legislation is based on the canadian model, so canadian case law is relevant. New zealand residents and nonresidents resident in new zealand has the same meaning as that used in current new zealand income tax practice, where a nonresident withholding tax nrwt flag is used to identify nonresidents. Nothing in subsection 1 applies to a charge given by a company that secures the unpaid purchase price of property, whether or not the charge is given over that property, if the instrument creating the charge is executed not later than 30 days after the sale of the property or, in the case of the sale of an estate or interest in land, not later than 30 days after the final settlement of the sale. Company and securities law in new zealand, 2nd edition is a comprehensive treatise on new zealand company and securities law and regulations by a team of highly experienced scholars and a leading practitioner. Reviewed by andrew beck for many years there was a dearth of treatises on new zealand company law. Company law in new zealand by peter watts, neil campbell, christopher hare.
Farrar and russells company law in new zealand was published in 1985 and related to the companies act 1955. New zealands commercial legal publishers generally use the commercial style. Other resources, the conflict of laws in new zealand. The book contains relevant statutes, regulations, notices and orders incorporating amendments enacted up to 1 january 2018 and includes.
This edition is consolidated to 1 january 2016 and includes. You must register all your directors with the companies office and they must sign a consent form. Company law in new zealand, 2nd edition lexisnexis. New zealand company law guide practical guidance for accountants, lawyers and company directors or administrators on the legal issues surrounding the operation of a company. However, relief may still be available as there is a mechanism in the new act for overseas companies to seek an exemption where they can establish an appropriate rationale, including where financial statements prepared under their local laws effectively. Incorporation and listing about air new zealand air. Duties and responsibilities of directors and company secretaries in new zealand, 5th edition, cch new zealand ltd, 9781775471257, june 2016, 332 pages, paperback and e. In particular, it addresses the changes flowing from the creation of the financial markets authority and the passage of the financial markets conduct act 20, including the downstream amendments to the companies act 1993 new part 11 and the companies amendment act 2014. As the book notes, this part of the companies act is not well understood, but this discussion will surely go some way to remedying this. Unique features include innovative maori services, the nofault accident compensation scheme, and the pharmaceutical management agency, which negotiates with pharmaceutical companies to get the best value for medicines purchased by public money. The new zealand companies act 1993 arose out of a lengthy law reform process given. The financial reporting act of 1993 was enacted in new zealand as part of a wider package of company law reform.
But travel agents remain responsible for their own work, and must carry it out according to the standard of reasonable care and skill required by the consumer guarantees act. Companies act 1993 no 105 as at january 2020, public act. The work covers all aspects of the law relating to companies from the fundamentals of company law and the operation of the companys business through to formal insolvency. New zealands companies act 1993 and common law impose duties and liabilities on the directors of a company. It is registered to carry out business in australia under abn 70 000 312 685. Legislation companies act 1993 companies act 1955 although this act has been repealed, much case law relevant to deciding matters under the 1993 act was decided under the 1955 act. Part xiv of the companies act 1993 compromises with. The new edition is consolidated to 1 january 2017 and includes. Data is provided according to accounting policies that meet the terms of the financial reporting act 1993. Companies act 1993 corporations investigation and management act 1993 financial reporting act. New zealand companies legislation 2017 by cch 45 5 4 3 2 1 clear. Part xiv of the companies act 1993 compromises with creditors. Agnes mckay this book is for the people involved with, or interested in companies, and how they should operate.
If you are writing an article, book or other piece intended for publication by one of those publishers, use the commercial style. New zealand was one of the first countries to establish a universal, taxfunded national health service. When you book a plane ticket or a hotel room, your contract is with the airline or hotel. Find details of nz companies and overseas companies operating in new zealand, and get help to comply with the legal obligations all companies must meet. An act to reform the law relating to companies, and, in particular, a to reaffirm the value of the company as a means of achieving economic and social benefits through the aggregation of capital for productive purposes, the spreading of economic risk, and the taking of business risks. Company law in new zealand, 2nd edition lexisnexis new. Incorporation and listing about air new zealand air new. Sample extract from the law of insolvency in new zealand. The impact of regulatory reform on the valuerelevance of.
The compromise regime is set out in part xiv of the companies act 1993 the act in 8 sections. I have no hesitation recommending this book to practitioners of all levels and lecturers of company law. For references to a different essay or chapter in the same edited book. The new zealand companies act 1993 arose out of a lengthy law reform process given its conceptual grunt by the work of the law commission. Many of the following duties are not limited to those actually on the board of directors. Download companies act 1993 new zealand file in pdf format. Commercial applications of company law in new zealand on. Section 20 of the companies act 1993 nz provides that the registrar of companies may not register a company unless its name has first been reserved. A person named as a director in an application for registration or in an amalgamation proposal holds office as a director from the date of registration or the date the amalgamation proposal is effective, as the case may be, until that person ceases to hold office as a director in accordance with this act.
Company and securities law in new zealand 2nd edition. This invaluable guide provides procedures for most areas of company law and is the ideal resource to help you comply with the companies act 1993. In new zealand a company doesnt have to have a constitution unless it is listed on the stock exchange, then it needs one. Note 4 at the end of this reprint provides a list of the amendments incorporated. This act is administered by the ministry of business, innovation, and employment. The act regulates companies, and replaces the earlier companies act of 1955. Mason v lewisdecision holding that the test for determining what reckless trading under section 5 of the companies act 1993 is an objective one. Commercial applications of company law in new zealand 5th. Other potential options for companies include voluntary administration, receivership and statutory management.
A convenient and comprehensive set of companies legislation for practitioners and business people. Compromises, arrangements and amalgamations are also discussed. It has an extensive table of contents, starting with the companies act 1993 and accompanying regulations, and collating other acts and regulations that are essential to company law being personal property securities, company reregistration, insurance, commerce, incorporated societies, financial reporting, receiverships, liquidations, statutory management, overseas investment, partnerships and. Directors have responsibilities to their company and shareholders, and under the companies act 1993. This book contains key company law statutes and regulations. Designed as a guide for students of company law, this practical book will also be of use to business professionals and their. Legislation relevant to the conflict of laws includes.
If a company doesnt have its own constitution, the default rules set out in the companies act 1993 apply. Financial reporting act 20 big step up on dismal 1993. If the company requires the shareholder to pay a charge for the information, the shareholder may withdraw the request, and is deemed to have done so unless, within 10 working days of receiving notification of the charge, the shareholder informs the company. The companies act is an act of parliament passed in new zealand in 1993 the act regulates companies, and replaces the earlier companies act of 1955. Jan, 2020 changes authorised by subpart 2 of part 2 of the legislation act 2012 have been made in this official reprint. Duties and responsibilities of directors and company. Company law handbook 2018 book thomson reuters new. It provides a basic, easytoread, practical guide on current company law in new zealand. Legislation is available for free on new zealand legislation. Air new zealand limited was incorporated in 1940 and is registered in new zealand under the companies act 1993. Commercial applications of company law in new zealand.
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