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Companies Act 1993

Administration of companies - Registered office

188: Requirement to change registered office

You could also call this:

“When and how to change your company's registered office if the Registrar tells you to”

If the Registrar tells you to change your company’s registered office, you must do it. The Registrar will send a written notice to your current registered office. This notice will tell you by when you need to change your office, but it won’t be sooner than 20 working days from when you get the notice. The notice will explain why you need to change and will let you know that you can appeal this decision in court if you want to. The Registrar will sign and date the notice.

The Registrar will also send a copy of this notice to all of your company’s directors. You have to change your registered office by the date in the notice. But if you decide to appeal in court and lose, you’ll need to change it within 5 working days after the court’s decision.

If you don’t change your registered office when you’re told to, all of your company’s directors will be breaking the law. They could be punished as set out in section 374(1) of the Companies Act.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM320860.

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Part 10 Administration of companies
Registered office

188Requirement to change registered office

  1. Subject to this section, a company must change its registered office if it is required to do so by the Registrar.

  2. The Registrar may require a company to change its registered office by notice in writing delivered or sent to the company at its registered office.

  3. The notice must—

  4. state that the company is required to change its registered office by a date stated in the notice, not being a date that is earlier than 20 working days after the date of the notice:
    1. state the reasons for requiring the change:
      1. state that the company has the right to appeal to the court under section 370:
        1. be dated and signed by the Registrar.

          1. A copy of the notice must also be sent to each director of the company.

          2. The company must change its registered office—

          3. by the date stated in the notice; or
            1. if it appeals to the court and the appeal is dismissed, within 5 working days after the decision of the court.

              1. If a company fails to comply with this section, every director of the company commits an offence and is liable on conviction to the penalty set out in section 374(1).

              Compare
              • 1955 No 63 s 115A
              • 1975 No 137 s 12