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Companies Act 1993

Miscellaneous

391: Service of documents on shareholders and creditors

You could also call this:

“How companies send documents to shareholders and creditors”

When a company needs to send documents to shareholders or creditors, there are different ways to do this depending on who they are sending it to.

If you’re a shareholder or creditor who is a person, the company can give the document to you directly, send it to your address by post, put it in your document exchange box, or send it to you by fax.

For companies or overseas companies that are shareholders or creditors, the company can use the methods mentioned in section 388 or section 390 of this Act.

If the creditor is a body corporate (but not a company or overseas company), the company can give the document to one of its main officers or employees, deliver it as directed by a court, follow an agreement made with the body corporate, post it to their main office, put it in their document exchange box, send it by fax to their main office, or email it to them.

You can tell the company that you want to receive documents by email and give them your email address. You can do this for one document or for all documents. If you do this, the company must send you documents by email, even if they also send them another way.

If a liquidator tries to send documents to your last known address three times and they keep coming back, they don’t have to keep trying until you tell the company your new address.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM323276.

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Part 22 Miscellaneous

391Service of documents on shareholders and creditors

  1. A notice, statement, report, accounts, or other document to be sent to a shareholder or creditor who is a natural person may be—

  2. delivered to that person; or
    1. posted to that person's address or delivered to a box at a document exchange which that person is using at the time; or
      1. sent by facsimile machine to a telephone number used by that person for the transmission of documents by facsimile.

        1. A notice, statement, report, accounts, or other document to be sent to a shareholder or creditor that is a company or an overseas company may be sent by any of the methods of serving documents referred to in section 388 or section 390, as the case may be, of this Act.

        2. A notice, statement, report, accounts, or other document to be sent to a creditor that is a body corporate, not being a company or an overseas company, may be—

        3. delivered to a person who is a principal officer of the body corporate; or
          1. delivered to an employee of the body corporate at the principal office or principal place of business of the body corporate; or
            1. delivered in such manner as the court directs; or
              1. delivered in accordance with an agreement made with the body corporate; or
                1. posted to the address of the principal office of the body corporate or delivered to a box at a document exchange which the body corporate is using at the time; or
                  1. sent by facsimile machine to a telephone number used for the transmission of documents by facsimile at the principal office or principal place of business of the body corporate; or
                    1. sent by email to an electronic address used by the body corporate.

                      1. Despite subsections (1) to (3), a shareholder or creditor may notify the company—

                      2. that the shareholder or creditor wishes to receive documents by electronic means; and
                        1. of the electronic address to which documents are to be delivered.

                          1. Notification in accordance with subsection (3A) may be made in respect of a particular notice, statement, report, set of accounts, or other document, or in respect of all documents to be served.

                          2. If a shareholder or creditor notifies the company under subsection (3A), the company must send documents by electronic means in accordance with the notification, whether or not the documents are also sent by another method.

                          3. Where a liquidator sends documents—

                          4. to the last known address of a shareholder or creditor who is a natural person; or
                            1. to the address for service of a shareholder or creditor that is a company—
                                1. and the documents are returned unclaimed 3 consecutive times, the liquidator need not send further documents to the shareholder or creditor until the shareholder or creditor gives notice to the company of its new address.

                              Notes
                              • Section 391(3)(f): amended, on , by section 11(1) of the Regulatory Systems (Economic Development) Amendment Act 2019 (2019 No 62).
                              • Section 391(3)(g): inserted, on , by section 11(2) of the Regulatory Systems (Economic Development) Amendment Act 2019 (2019 No 62).
                              • Section 391(3A): inserted, on , by section 10 of the Companies Amendment Act (No 2) 2012 (2012 No 60).
                              • Section 391(3B): inserted, on , by section 10 of the Companies Amendment Act (No 2) 2012 (2012 No 60).
                              • Section 391(3C): inserted, on , by section 10 of the Companies Amendment Act (No 2) 2012 (2012 No 60).