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How to register a company in New Zealand

New Zealand is consistently ranked among the easiest places on earth to start a company, and the incorporation itself is genuinely a same-day, fully online affair. You apply to the Companies Office (the New Zealand registry) through a RealMe login, and a company limited by shares — simply called a 'Limited' company — can be registered within hours. There is no nationality or residency restriction on shareholders, so a non-resident can own 100% of the shares, and there is no minimum capital: a single NZ$1 share is enough. The catch that defines New Zealand for foreign founders is the resident-director rule. Every NZ company must have at least one director who either lives in New Zealand, or lives in Australia AND is also a director of a company registered in Australia. Australia is the only 'enforcement country' the Companies Office recognises, so a founder with no NZ presence and no Australian directorship must appoint a New Zealand-resident director — usually a paid nominee or professional director service. That single requirement, not the paperwork, is what most non-residents are really solving for.

New Zealand overview How we research
Country
New Zealand
Topic
How to register
Reviewed
June 2026

By the Lanzamo Editorial Team · Reviewed June 2026 · How we research

  1. 1

    Line up a qualifying resident director first

    Before anything else, confirm who your resident director will be. At least one director must live in New Zealand, or live in Australia and be a director of an Australian-registered company. If you have neither, engage a professional NZ resident-director / nominee service before you file — it is the gating constraint, not an afterthought, and providers will want their own due diligence completed first.

  2. 2

    Set up a RealMe and Companies Office online account

    All registration is done through a RealMe login linked to a Companies Office online services account. You create the login, then drive the whole incorporation, name reservation and later annual filings from that account — there is no paper route for a standard company.

  3. 3

    Reserve your company name

    Search and reserve a unique name through the Companies Office; reservation costs NZ$10 (plus GST) and holds the name for 20 working days. The name must end in 'Limited' or 'Ltd', must not be identical or almost identical to an existing name, and must not use restricted words. Reserving first avoids paying the incorporation fee on a name that is then rejected.

  4. 4

    Set directors, shareholders, shares and a registered office

    A company needs at least one director (a natural person, any nationality, but at least one meeting the residency rule) and at least one shareholder (who can be the same person and 100% foreign). Decide the share allocation — a single ordinary share is fine — and provide a New Zealand registered office and an address for service. These NZ addresses are mandatory; an agent's address service satisfies them.

  5. 5

    Complete the online incorporation application

    Lodge the application through your Companies Office account, paying NZ$118.74 (plus GST). You supply director and shareholder details, the registered office and address for service, share structure, and — if it applies — ultimate holding company disclosure. New directors must also provide their date and place of birth to the Registrar (this is not made public).

  6. 6

    Apply for an IRD number, GST and NZBN in the same flow

    During the application you can elect to apply for the company's IRD number (its tax identifier with Inland Revenue), register for GST, and you will be issued a New Zealand Business Number (NZBN). Doing this in one workflow saves a separate trip to Inland Revenue, though GST registration is only required if you will exceed the NZ$60,000 turnover threshold.

  7. 7

    Get directors and shareholders to sign consent forms

    Once you submit, the system generates a director consent form (commonly called Form 2, certifying each director consents to act and is not disqualified) and a shareholder consent form (Form 3, agreeing to take the shares). Every director and shareholder must sign and the forms must be returned within 20 working days, or the registration is cancelled.

  8. 8

    Receive your Certificate of Incorporation

    After the consents are accepted, the Companies Office issues the Certificate of Incorporation along with your New Zealand Company Number (NZCN) and NZBN, and the company is live on the public register. For a clean application this commonly happens the same day or the next business day.

  9. 9

    Adopt a constitution only if you need one (optional)

    A New Zealand Limited company does not need its own constitution — if you adopt none, the default rules in the Companies Act 1993 govern it, which is fine for a simple single-owner company. Adopt a bespoke constitution only if you have investors, multiple share classes, or specific governance needs.

Realistic timeline: Pure incorporation is among the fastest anywhere — name reservation to Certificate of Incorporation can be the same business day once consent forms are signed, and frequently inside 24 hours. The realistic delays for a non-resident are upstream and downstream: arranging a qualifying resident director (days to a couple of weeks of provider due diligence) before you file, and opening a usable account afterwards. Banking is the long pole — a fintech account can take days, and a traditional NZ bank can take weeks or require a visit. Plan roughly 1–3 weeks to be genuinely operational, with the resident-director arrangement the main variable.

Right after you incorporate

Confirm the company's IRD number and tax registrations

If you did not request the IRD number during incorporation, apply to Inland Revenue afterwards — the company cannot file the IR4 income-tax return or operate GST without it. Set the company's balance date (31 March is the standard default) at this stage, as it drives every later tax deadline.

Register for GST if you will cross NZ$60,000

GST registration is compulsory once turnover from taxable supplies exceeds NZ$60,000 in any 12-month period, charged at 15%. Crucially for non-residents, the same NZ$60,000 threshold applies to offshore suppliers of 'remote services' (SaaS, digital downloads, online consulting) sold to New Zealand consumers — so a foreign-owned company selling into NZ can hit the threshold even with no physical presence.

Open a business bank or fintech account

This is the hardest remote step. Traditional NZ banks (ANZ, ASB, BNZ, Westpac, Kiwibank) generally want in-person verification and a genuine NZ presence, so a non-resident usually opens a Wise or Airwallex account first to receive revenue and pay suppliers, and approaches a domestic bank later if a real NZ footprint develops.

Set up bookkeeping and engage an accountant

Keep proper records from day one. Most small NZ companies are not required to file audited financial statements, which keeps compliance light, but you still file the annual IR4 income-tax return with Inland Revenue and the annual return (NZ$49.74 + GST) with the Companies Office. A local accountant linked as your tax agent also extends your IR4 filing deadline from 7 July to the following 31 March.

Plan for provisional tax in year two

First-year companies typically do not pay provisional tax until residual income tax is assessed, but once profitable you move onto provisional tax — paid in instalments through the year (for a standard 31 March balance date, around 28 August, 15 January and 7 May) — with terminal tax to square up afterwards. Budget cash for this so the second-year bill is not a surprise.

Frequently asked questions

Can a non-resident own 100% of a New Zealand company?

Yes. There is no nationality or residency restriction on shareholders, so a single foreign individual or company can own all the shares. The constraint is on directors, not owners: at least one director must live in New Zealand, or live in Australia and also be a director of an Australian-registered company.

Do I have to fly to New Zealand to incorporate?

No. The entire incorporation is done online through RealMe and the Companies Office, and can be completed from abroad. You do not need to visit to register the company or to appoint a resident director through a service. The one step that often does require a New Zealand presence is opening a traditional bank account — which is why most non-residents use a fintech first.

Why is the resident-director rule such a big deal?

Because it is a hard legal requirement, not a formality. Every NZ company must have at least one director who lives in New Zealand, or lives in Australia and is a director of an Australian company. Australia is the only enforcement country recognised. A founder with no NZ or qualifying Australian footprint must appoint a New Zealand-resident director — typically a paid nominee or professional director service that accepts real legal responsibility.

What addresses does the company need in New Zealand?

Two: a registered office and an address for service, both physically in New Zealand. They can be the same address, and a formation agent's or resident-director provider's address service satisfies the requirement — you do not need to lease premises. These addresses are where official Companies Office and legal mail is delivered.

Sources

More on New Zealand

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