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Companies Act 1993

Removal from the New Zealand register

322: Duties of Registrar if objection received

You could also call this:

“What the Registrar must do when someone objects to removing a company from the register”

If someone objects to removing a company from the New Zealand register, the Registrar has specific duties to follow. When the objection is based on certain grounds, the Registrar can’t remove the company unless the objection is withdrawn, the facts of the objection are no longer correct, the objection doesn’t stop the removal, or the objection isn’t serious.

For other types of objections, the Registrar will tell the person objecting that they need to go to court within 20 working days. If they don’t go to court, or if the court doesn’t agree with them, the Registrar will remove the company.

You must tell the Registrar what the court decides within 5 working days. The Registrar will send copies of objections, notices, and removal information to the person who asked for the company to be removed or to the liquidator who sent the removal documents.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM322848.

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Part 17 Removal from the New Zealand register

322Duties of Registrar if objection received

  1. If an objection to the removal of a company from the New Zealand register is made on a ground specified in section 321(1)(a), (b), or (c), or (4), the Registrar must not proceed with the removal unless the Registrar is satisfied that—

  2. the objection has been withdrawn; or
    1. any facts on which the objection is based are not, or are no longer, correct; or
      1. despite the objection, section 318(1)(aaa), (ba), (bb), (bc), or (bd) applies; or
        1. the objection is frivolous or vexatious.

          1. If an objection to the removal of a company from the New Zealand register is made on a ground specified in section 321(1)(d), (e), or (f), the Registrar must give notice to the person objecting that, unless notice of an application to the court by that person for an order—

          2. under section 241(2)(c), that the company be put into liquidation; or
            1. under section 323, that, on any ground specified in section 321, the company not be removed from the New Zealand register—
                1. is served on the Registrar not later than 20 working days after the date of the notice, the Registrar intends to proceed with the removal.

              1. If—

              2. notice of such an application to the court is not served on the Registrar; or
                1. the application is withdrawn; or
                  1. on the hearing of such an application, the court refuses to grant either an order putting the company into liquidation or an order that the company not be removed from the New Zealand register,—
                      1. the Registrar must proceed with the removal.

                    1. Every person who makes such an application must give the Registrar notice in writing of the decision of the court within 5 working days of the decision being given.

                    2. The Registrar must send—

                    3. a copy of an objection under section 321; and
                      1. a copy of a notice given by or served on the Registrar under this section; and
                        1. if the company is removed from the New Zealand register, notice of the removal—
                            1. to a person who sent or delivered to the Registrar a request that the company be removed from the New Zealand register under section 318(1)(d) or, while acting as liquidator, sent or delivered to the Registrar the documents referred to in section 318(1)(e).

                          Notes
                          • Section 322(1): amended, on , by section 42(1) of the Companies Amendment Act 2014 (2014 No 46).
                          • Section 322(1)(ba): inserted, on , by section 42(2) of the Companies Amendment Act 2014 (2014 No 46).