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Setting up an Overseas Company in New Zealand

In New Zealand an overseas company is considered a body corporate that is incorporated outside New Zealand.

Overseas companies can operate in New Zealand in many ways:

- Registering a New Zealand subsidiary
- Setting up a New Zealand branch and registering it as an overseas company on the overseas register
- Transferring incorporation from the home country to New Zealand, therefore becoming a New Zealand based company

Any company that is carrying on business in New Zealand must register within ten business days of commencing business in New Zealand.


An overseas company is carrying on business in New Zealand if its activities include:
- Establishing or using a share transfer office or share registration office within New Zealand
- Working with property or services within New Zealand as an agent, or personal representative or trustee, through employees or an agent or in any other manner.

An overseas company does not carry on business in New Zealand because it:
- is or becomes a party to or settling a legal proceeding, claim, or dispute
- holds meetings of its directors or shareholders
- carrying on any of its internal activities
- maintains a bank account
- selling property through an independent contractor
- solicits or procures an order that becomes a binding contract only if the order is accepted outside New Zealand
- creates evidence of a debt
- creates a charge on property in New Zealand
- collecting or securing debts or enforcing security rights in relation to those debts
- conducting an isolated one-off transaction that is completed within 31 days
- invests its funds or holds property

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