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January 2017

Office Services and Compliance

The regulations surrounding having an office in New Zealand requires that a specific level of activity occur at that office . It is not enough to simply have a virtual office or P O Box . Your office will primarily act as the hub for your businesses activity. This task may involve comprehensive services that demonstrate to the regulator that you are engaging in a commercial operation or having an office that serves primarily as the place for maintaining and keeping records.

Our service focuses primarily on the Cost effective solution of providing a compliant office without the undue costs associated with the now obselete brick and mortar model of the past. We offer the following features:

A. Filling Company and Tax Documents
B. Maintaining and keeping Company Records
C. Meetings
D. Retrieving and distributing mail

Every business is different and every client of ours requires a custom tailored solution. Have a talk with us to see if our solution fits what you are trying to accomplish. Below is a further description of the services on offer

A. Filling Company and Tax Documents

When you first start a company you must file a number of documents with the Registrar of Companies to become incorporated. During the life of a company it must also file certain documents - some are required every year, others as certain events occur. Exactly what is required will vary from company to company. Most company filing can be done online.

• Documents required every year
• Annual returns
• Annual financial statements
Other documents you must file
• Changes in director details
• Company address updates
• Constitution changes
• Share issues and acquisitions
• Amalgamation documents
• Registering offers of financial products or managed investment schemes under the Financial Markets Conduct Act 2013
• Receiverships, liquidations and voluntary administrations

B. Maintaining and keeping Company Records

In addition to filing documents with the Companies Office, legislation requires every company to keep and maintain certain records. This includes accounting records, the share register and other company documents.

The Companies Act 1993 requires every company to keep and maintain certain records. Below is a list of subject where records must be kept. Section 189 of the Companies Act 1993 and Sections 87–94 of the Companies Act 1993

• Company records
• Meeting minutes and resolutions
• Constitution
• Share register
• Financial records and audit requirements

C. Meetings

• Every company must hold an annual meeting of shareholders once in each calendar year.
• Generally a company will hold several meetings during each year - some are shareholders meetings and others are meetings of the company directors (board meetings).
Meeting minutes and resolutions Companies hold a variety of different meetings and records of those meetings must be kept by the company. In particular:
• Minutes of all meetings and resolutions of shareholders within the last seven years, and
• Minutes of all meetings and resolutions of directors and directors' committees within the last seven years.

D. Mail Service

Each clients needs and requirements are different and we can assist to provide a seamless flow of information not just from inbound mail but also in some cases outbound mail can be distributed from the office here in New Zealand.

It is best that we discuss all of the possibilities to find the best solution for you.

Records Checklist

The following documents must be kept at a company’s registered office address:
• The full names and addresses of the current directors
• Minutes of all meetings and resolutions of shareholders within the last seven years
• An Interests Register (i.e. transactions with the company by a director)
• Minutes of all meetings and resolutions of directors and directors' committees within the last seven years
• The company share register (which shows names of all current and previous shareholders, number of shares held and name of person to whom shares transferred)
• Company constitution (if any)
• Copies of all written communications to all shareholders during the last seven years, including annual reports
• Certificates given by directors under the Companies Act within the last seven years
• Copies of all financial statements and group financial statements required to be completed by this Act or the Financial Reporting Act 1993 for the last seven completed accounting periods of the company
• The accounting records required by section 194 for the current accounting period and for the last seven completed accounting periods of the company

Financial records

Section 194 Companies Act 1993 Each company must hold (at its registered office address) accounting records that:

• correctly record and explain the business of the company
• will enable the directors to determine the company’s financial position and
• will enable proper financial statements to be prepared for the company.

Other relevant company records (whatever they are) may also be kept at the registered office address. The following accounting records must be kept at a company’s registered office address for the last seven years

• Entries of money received and spent each day and details of what spent on (i.e. bank statements)
• Record of the company’s assets and liabilities (i.e. any documentation that might evidence that it owns anything, is owed anything or any amount, owes any amount, or any person has an interest in anything owned by the company).
• If the company’s business involves the provision of services, a record of services provided by the company and relevant invoices
• If the company’s business involves dealing in goods, records of goods brought and sold – which identify the goods and the details of the buyer and seller (e.g. Invoices), and a record of stock held at the end of the last financial year.

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