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Lawyers and Conveyancers Act 2006

Preliminary provisions

15: Directors and shareholders of incorporated firms

You could also call this:

"What happens to a law company if a director dies or stops working"

Illustration for Lawyers and Conveyancers Act 2006

You are part of a company that provides legal services. If a lawyer or conveyancing practitioner who is a director of the company dies or stops working, the company can still operate. This is because someone else can take over their role as a director. They can do this if they have a power of attorney, which is a special permission to act on someone else's behalf, as described in clause 12 or clause 19(4) of Schedule 1. You can also have someone else take over if they are an alternate of the person who was given the power of attorney. In some cases, the company just needs to have at least one other lawyer or conveyancing practitioner who is actively working and is a director. The company is not stopped from operating just because some rules from the Companies Act 1993 apply to someone who is not a lawyer or conveyancing practitioner. There are some conditions that apply to this, which are explained in section 16.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM365718.

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Part 1Preliminary provisions

15Directors and shareholders of incorporated firms

  1. A company does not cease to be an incorporated firm merely because a lawyer or conveyancing practitioner who is actively involved in the provision by the company of regulated services and who is a director of the company or is both a director and shareholder of the company dies or ceases, temporarily or permanently, to be actively involved in the provision of regulated services by the company if,—

  2. in the case where he or she is the only director of the company or is both the only director and a shareholder of the company, his or her powers as a director of that company are exercised or performed—
    1. by the donee of a power of attorney given under, or treated by clause 12 or clause 19(4) of Schedule 1 as given under, clause 3(1) or clause 5(1) of Schedule 1; or
      1. by the alternate of a donee of the kind described in subparagraph (i); or
      2. in any other case where he or she is a director of the company or is both a director and shareholder of the company, at least 1 other lawyer or 1 other conveyancing practitioner, as the case may require, who is actively involved in the provision of regulated services by the company is a director of the company.

        1. A company is not prevented from being an incorporated firm merely because of the application of any of the provisions of section 126(1)(b) to (d), (2), or (3) of the Companies Act 1993 to—

        2. a person who, in the case of an incorporated law firm, is not a lawyer who is actively involved in the provision by the incorporated law firm of regulated services; or
          1. a person who, in the case of an incorporated conveyancing firm, is not a conveyancing practitioner who is actively involved in the provision by that incorporated conveyancing firm of regulated services.

            1. Subsection (1)(b) is subject to section 16.