Companies Act 1993

Amalgamations

224: Certificate of amalgamation

You could also call this:

“Official documents given when companies join together”

After the Registrar receives the required documents for an amalgamation, they will take action. If the amalgamated company is the same as one of the companies joining together, the Registrar will give you a certificate of amalgamation. If the amalgamated company is a new company, the Registrar will add its details to the New Zealand register and give you both a certificate of amalgamation and a certificate of incorporation.

You can choose a date for the amalgamation to start. If this date is on or after the day the Registrar gets the documents, they will make sure the certificates show that date as the start date.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM321152.

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223: Registration of amalgamation proposal, or

“Sending required documents to register companies joining together”


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225: Effect of certificate of amalgamation, or

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Part 13 Amalgamations

224Certificate of amalgamation

  1. Forthwith after receipt of the documents required under section 223, the Registrar must,—

  2. if the amalgamated company is the same as one of the amalgamating companies, issue a certificate of amalgamation; or
    1. if the amalgamated company is a new company,—
      1. enter particulars of the company on the New Zealand register; and
        1. issue a certificate of amalgamation together with a certificate of incorporation.
        2. If an amalgamation proposal specifies a date on which the amalgamation is intended to become effective, and that date is the same as, or later than, the date on which the Registrar receives the documents, the certificate of amalgamation, and any certificate of incorporation must be expressed to have effect on the date specified in the amalgamation proposal.

        Notes
        • Section 224(1)(a): amended, on , by section 26(1) of the Companies Act 1993 Amendment Act 1994 (1994 No 6).
        • Section 224(1)(b)(ii): replaced, on , by section 26(2) of the Companies Act 1993 Amendment Act 1994 (1994 No 6).