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New Zealand law explained for everyone

Companies Act 1993

Registrar of Companies

362: Registration of documents

You could also call this:

“Rules for submitting company documents for official registration”

When you send a document to the Registrar of Companies for registration under the Companies Act 1993, the Registrar will usually register it in the New Zealand register or the overseas register. If it’s not an annual return, they’ll also send you a written confirmation that it’s been registered.

However, the Registrar might refuse to register your document if there’s a problem with it. This could happen if:

  • It’s not in the right form
  • It doesn’t follow the rules in the Act or related regulations
  • It’s part of a special request under certain sections of the Act
  • It’s not typed or printed
  • It can’t be entered into the computer system properly
  • It’s not filled out correctly
  • It’s hard to read

If the Registrar refuses to register your document, they’ll ask you to either fix it and send it again, or to send a new document instead.

A document is officially registered when it becomes part of the register or when its details are entered into the computer system.

It’s important to know that just because a document is registered (or not registered), it doesn’t mean it’s definitely valid or invalid, or that the information in it is correct or incorrect. The registration process doesn’t guarantee these things.

This text is automatically generated. It might be out of date or be missing some parts. Find out more about how we do this.

View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM323209.

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Part 20 Registrar of Companies

362Registration of documents

  1. On receipt of a document for registration under this Act, the Registrar must,—

  2. subject to subsection (2), register the document in the New Zealand register or the overseas register, as the case may be; and
    1. in the case of a document that is not an annual return, give written advice of the registration to the person from whom the document was received.

      1. If a document received by the Registrar for registration under this Act—

      2. is not in the prescribed form, if any; or
        1. does not comply with this Act or regulations made under this Act; or
          1. is involved in a requirement made under section 365(1)(caaa) or (c), 365F, or 365G; or
            1. is not printed or typewritten; or
              1. where the New Zealand register or the overseas register is kept wholly or partly by means of a device or facility referred to in section 360(4), is not in a form that enables particulars to be entered directly by electronic or other means in the device or facility; or
                1. has not been properly completed; or
                  1. contains material that is not clearly legible,—
                      1. the Registrar may refuse to register the document, and in that event, must request either—
                    1. that the document be appropriately amended or completed and submitted for registration again; or
                      1. that a fresh document be submitted in its place.

                        1. For the purposes of this Act, a document is registered when—

                        2. the document itself is constituted part of the New Zealand register or the overseas register; or
                          1. particulars of the document are entered in any device or facility referred to in section 360(4).

                            1. Neither registration, nor refusal of registration, of a document by the Registrar affects, or creates a presumption as to, the validity or invalidity of the document or the correctness or otherwise of the information contained in it.

                            Notes
                            • Section 362(1)(b): amended, on , by section 22 of the Companies Act 1993 Amendment Act 1997 (1997 No 27).
                            • Section 362(2)(ba): inserted, on , by section 46 of the Companies Amendment Act 2014 (2014 No 46).