Plain language law

New Zealand law explained for everyone

Companies Act 1993

Enforcement - Inspection of records

179: Investigation of records

You could also call this:

“How shareholders or creditors can request a court-approved examination of company records”

If you’re a shareholder or someone the company owes money to, you can ask the court to let someone look at the company’s records. The court can say yes and tell that person when they can look and what they can see. The court might even say the company’s accounts need to be checked by this person.

The court will only say yes if they think you’re asking for a good reason and not trying to cause trouble. They also need to make sure the person looking at the records is the right person for the job.

When the person finishes looking at the records, they need to tell the court everything they found out. The court then decides what can be shared from what was found and how it can be used. The court can change this decision later if they need to.

Usually, the company has to pay for this, but sometimes the court might say someone else should pay.

The person who looked at the records can only share or use what they found in the way the court said they could. If they share or use the information in any other way, they’re breaking the law and could get in trouble. The punishment for this is explained in section 373(2).

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM320842.

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“Shareholders can request and receive company information”

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Part 9 Enforcement
Inspection of records

179Investigation of records

  1. The court may, on the application of a shareholder or creditor of a company, make an order authorising a person named in the order at a time specified in the order, to inspect and to make copies of, or take extracts from, the records or other documents of the company, or such of the records or documents of the company as are specified in the order, and may make such ancillary order as it thinks fit, including an order that the accounts of the company be audited by that person.

  2. The court may make an order under subsection (1) only if it is satisfied that—

  3. in making the application, the shareholder or creditor is acting in good faith and that the inspection is proposed to be made for a proper purpose; and
    1. the person to be appointed is a proper person for the task.

      1. A person appointed by the court under subsection (1) must diligently carry out the inspection and, having done so, must make a full report to the court.

      2. On receiving the report of an inspector, the court may make such order in relation to the disclosure and use that may be made of records and information obtained as it thinks fit.

      3. An order made under subsection (4) may be varied from time to time.

      4. The reasonable costs of the inspection must be met by the company unless the court orders otherwise.

      5. A person may only disclose or make use of information or records obtained under this section in accordance with an order made under subsection (4) or subsection (5).

      6. A person who discloses or makes use of information or records obtained under this section other than in accordance with an order made under subsection (4) or subsection (5) commits an offence, and is liable on conviction to the penalty set out in section 373(2).