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Companies Act 1993

Shares and debentures - Statement of shareholder rights

83: Statement of rights to be given to shareholders

You could also call this:

“Shareholders can request a summary of their share details and rights”

When you own shares in a company, you have the right to ask for information about your shares. If you request it, the company must give you a statement that tells you:

  • What type of shares you have, how many of that type the company has issued in total, and how many you own.
  • What rights and privileges come with your shares, as well as any conditions or limits on them. This includes any rules about selling or giving your shares to someone else.
  • How your shares compare to other types of shares the company has.

However, the company doesn’t have to give you this statement if:

  • They’ve already given you one in the last 6 months, and
  • You haven’t bought or sold any shares since then, and
  • The rights that come with the company’s shares haven’t changed, and
  • There’s a good reason for them to say no.

It’s important to know that this statement doesn’t prove that you own the shares or that the information in it is correct. The statement must clearly say this.

If a company doesn’t give you this statement when you ask for it (and they’re supposed to), they’re breaking the law. The company can be punished as set out in section 373(1), and the company’s directors can be punished as set out in section 374(1).

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM320439.

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Part 6 Shares and debentures
Statement of shareholder rights

83Statement of rights to be given to shareholders

  1. Every company must issue to a shareholder, on request, a statement that sets out—

  2. the class of shares held by the shareholder, the total number of shares of that class issued by the company, and the number of shares of that class held by the shareholder; and
    1. the rights, privileges, conditions, and limitations, including restrictions on transfer, attaching to the shares held by the shareholder; and
      1. the relationship of the shares held by the shareholder to other classes of shares.

        1. The company is not obliged to provide a shareholder with a statement if—

        2. a statement has been provided within the previous 6 months; and
          1. the shareholder has not acquired or disposed of shares since the previous statement was provided; and
            1. the rights attached to shares of the company have not been altered since the previous statement was provided; and
              1. there are special circumstances that make it reasonable for the company to refuse the request.

                1. The statement is not evidence of title to the shares or of any of the matters set out in it.

                2. The statement must state in a prominent place that it is not evidence of title to the shares or of the matters set out in it.

                3. If a company fails to comply with subsection (1),—

                4. the company commits an offence and is liable on conviction to the penalty set out in section 373(1); and
                  1. every director of the company commits an offence and is liable on conviction to the penalties set out in section 374(1).

                    Notes
                    • Section 83(2)(d): replaced, on , by section 6 of the Companies Act 1993 Amendment Act 1997 (1997 No 27).