Changes to reporting obligations for New Zealand companies carrying on business in Australia

Prior to 1 September 2007, companies that were incorporated in Australia and New Zealand and registered to operate in both jurisdictions were required to lodge certain information with both the Australian Securities and Investments Commission (ASIC) and the New Zealand Companies Office (NZCO). In some instances, identical information needed to be lodged with both ASIC and NZCO. The Act removes the requirement for companies incorporated in New Zealand that are carrying on business in Australia to produce and lodge multiple disclosure documents in order to comply with different regulatory requirements. The New Zealand Parliament has introduced complementary legislation which governs Australian companies that operate in New Zealand. The changes to the Corporations Act mean that the number of filings that Australian and New Zealand companies are required to make is reduced, resulting in a reduction in compliance costs for those entities.

New Zealand companies that are registered as foreign companies in Australia now only need to lodge basic company data with NZCO. The ASIC lodgement requirements for these companies have been refined, and now exclude the requirement to lodge information that ASIC can obtain directly from NZCO. Similarly, where NZCO can obtain information directly from ASIC, it has removed the relevant reporting obligations. When a company lodges information with the regulator in its country of origin, ASIC and NZCO will be able to exchange data. ASIC will receive updates directly from NZCO (and vice versa), which will mean that the legislative obligations in both jurisdictions are complied with. It is important to note that the lodgement requirements for companies operating in both Australia and New Zealand are only reduced where there is a duplication of information that needs to be lodged with the two authorities. There is still a requirement to lodge information that is not considered to be duplicate information with the relevant regulatory authority.

Introduction of the Act means that the following changes no longer need to be notified to the foreign regulator:

• change of registered office address (in country of incorporation)
  
  
• change to a company constitution
  
  
• changes to the names and addresses of company directors
  
  
• appointment of company directors (this only applies to Australian companies lodging information with NZCO - New Zealand companies that operate in Australia are still required to lodge these changes directly with ASIC)
  
  
• cessations of company directors, and
  
  
• lodgement of financial statements (this only applies to New Zealand companies lodging their financial statements with ASIC - Australian companies operating in New Zealand will still be required to lodge their financial statements directly with NZCO).