If your company has a constitution, you, the company, the board, and all directors and shareholders still have to follow the rules in the Companies Act 1993. However, your company’s constitution can change some of these rules. It can say that certain rules don’t apply or work differently for your company. But the constitution can only do this if the Companies Act 1993 allows it. So, the Act is still important, but your company’s constitution can make some changes to how the Act works for your company.
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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM320132.
If a company has a constitution, the company, the board, each director, and each shareholder of the company have the rights, powers, duties, and obligations set out in this Act except to the extent that they are negated or modified, in accordance with this Act, by the constitution of the company.
