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New Zealand law explained for everyone

Companies Act 1993

Disclosure by companies - Disclosure to shareholders

209A: Board must send copy of annual report or concise annual report on request

You could also call this:

“Board must provide annual report to shareholders upon request”

If you’re a shareholder of a company, you have the right to ask for and receive a copy of the company’s annual report. Here’s how it works:

When the company tells you that their annual report is ready, you have 15 working days to ask for a copy. If you do, the company must send it to you for free as soon as they can.

If you ask for the annual report once, the company will automatically send it to you every year after that. This will continue until you tell them to stop.

Sometimes, the company might prepare a shorter version of the annual report called a concise annual report. If they do this and you ask for it within 15 working days of being told about it, they must send you a free copy as soon as possible.

It’s important to know that the company doesn’t have to send you an annual report for a specific time period if they’re not required to prepare one for that period.

If the company doesn’t follow these rules, the directors can get in trouble and might have to pay a fine.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM321111.

Topics:
Business > Industry rules
Business > Fair trading
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209: Obligation to make annual report available to shareholders, or

“Companies must provide shareholders with annual reports or notices about accessing them”

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209B: Annual report and concise annual report made available by electronic means, or

“Company must keep annual reports easily accessible online”

Part 12 Disclosure by companies
Disclosure to shareholders

209ABoard must send copy of annual report or concise annual report on request

  1. If the board of a company has sent a notice to a shareholder under section 209(1)(b) and the shareholder, within 15 working days of receiving that notice, makes a request to the company to receive a copy of the annual report, the board of the company must, as soon as practicable, send to the shareholder, free of charge, a copy of that annual report.

  2. If a shareholder makes a request under subsection (1),—

  3. the request must be treated as a request by the shareholder to send to the shareholder each year a copy of the annual report under section 209(1)(a); and
    1. the board of the company must send to the shareholder each year a copy of the annual report under section 209(1)(a) until the shareholder revokes the request by notice to the company.

      1. Subsection (2) does not require a company to send a copy of an annual report on the affairs of the company during a particular accounting period if the board of the company is not required to comply with section 208 in respect of that period.

      2. Subsection (4) applies if—

      3. the board of a company has sent a notice to a shareholder under section 209(1)(b); and
        1. that notice states that the board has prepared a concise annual report; and
          1. the shareholder, within 15 working days of receiving that notice, makes a request to the company to receive a copy of the concise annual report.

            1. The board of the company must send to the shareholder a copy of the concise annual report, free of charge, as soon as practicable after receiving the request.

            2. If the board of 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(2).

            Notes
            • Section 209A: inserted, on , by section 7 of the Companies Amendment Act (No 2) 2006 (2006 No 62).
            • Section 209A(2A): inserted, on , by section 33 of the Financial Reporting (Amendments to Other Enactments) Act 2013 (2013 No 102).