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Новая Зеландия


New Zealand

NEW ZEALAND

HISTORY AND POLITICAL STRUCTURE

New Zealand is a remote island country in the south-western Pacific, situated about 2,000 km south-east of Australia
across the Tasman Sea. Its closest neighbors to the north are New Caledonia, Fiji and Tonga, with Antarctica to the
south.

The country comprises two main islands - the North and South islands - and a number of small islands. New Zealand also includes the Cook Islands and Niue (self-governing but in free association); the island group of Tokelau; and the Ross Dependency (New Zealand’s territorial claim in Antarctica).

The country’s total area is 268,000 sq km, a little larger than the United Kingdom. About two-thirds of the land is economically useful, the remainder being mountainous.

The climate throughout the country is mild and temperate, mainly maritime, with temperatures rarely falling below 0°C. The capital city is Wellington, located on the North Island.

Due to its geographical isolation, it is one of the most recently settled major countries. James Cook did not reach New Zealand until 1769, and the British government did not claim sovereignty until 1840.

The number of European settlers increased thereafter, causing conflict with the indigenous population, the Maori. The conflict caused by European settlement and their acquisition of land from the Maori remains controversial.

In 1907, the United Kingdom granted New Zealand “dominion” status within the British Empire. Exactly when full independence was achieved from the United Kingdom is argued among historians; however, New Zealand became an independent British Commonwealth realm following the recognition of Queen Elizabeth II as head of state.

New Zealand’s population is around 4.25m, with over 85% now living in urban areas, of which the main areas are on North Island - Auckland, the main industrial complex; Hamilton; and Wellington. Christchurch, the second largest industrial area, and Dunedin are on South Island.

By the late 1850s settlers outnumbered the Maori, and 70% of New Zealand’s population is now of European descent. Although the overwhelming majority of immigrants were of British extraction, other Europeans came as well. The Maori are still the largest minority at almost 8%, but Asians and non-Maori Pacific islanders are also significant minority groups, especially in urban areas.

The most commonly spoken language is English, but Maori also remains an official language. Around 53% of New Zealanders profess to be Christian, but there is no state religion.

New Zealand is a parliamentary democracy and a British Commonwealth realm, formalising its independence in 1947. Its Constitution consists of a series of legal documents, including certain acts of the United Kingdom and New Zealand parliaments, as well as The Constitution Act 1986, which is the principal formal charter.

The head of state is the British Monarch, represented by the Governor-General.

 

The New Zealand parliament has only one chamber, the House of Representatives, with 120 members (increased to
122 in the 2008 elections). Elections are held every three years under a form of proportional representation.
The party with majority support in the House of Representatives forms the government and its leader becomes Prime
Minister.

Politics has recently been a contest between the Labour Party and the National Party, with significant minor parties, include the Maori and Green Parties. The National Party has been in power since the November 2008 election, with John Key as Prime Minister.

 

The legal system is based on English common law, with special land legislation and land courts for the Maori.

The highest court is the Supreme Court of New Zealand, established by the Supreme Court Act 2003, which also abolished the option to appeal to the Privy Council in London. New Zealand’s legal system also includes the Court of Appeal and the High Court. The judiciary are appointed by the Governor-General.

ECONOMY

In the 1890s, refrigerated shipping allowed New Zealand to base its economy on the export of meat and dairy products to the United Kingdom. However, Britain’s membership of the then-European Economic Community in 1973 drastically reduced access for New Zealand’s exporters to their previous largest market.

This and the oil shocks of the 1970s led to significant economic and social changes during the 1980s. Although still dependent on free trade agreements for its agricultural exports, New Zealand has diversified its farm economy and expanded its manufacturing base, achieved partly by large-scale government intervention.

Agriculture now represents only 4.5% of gross domestic product (GDP), with the economy being dominated by serv-
ices at almost 70% of GDP, and manufacturing at some 26%. Tourism has become an important part of the country’s
economy, with most of the country’s visitors originating from Australia, Japan, the United States, and the United King-
dom.

GDP has reached USD116.5bn (2009 estimate), and per capita GDP averages USD27,700. GDP growth was 3.2% in 2007, but the economy fell into recession and contracted for five consecutive quarters in 2008-09. Growth was flat in 2008 and was estimated to have contracted by 1.3% in 2009.

The economy pulled out of recession late in 2009, but growth has been slow. Key trade sectors remain vulnerable to weak foreign demand. Its trade is now mainly with Australia, the European Union (particularly Germany), the United States, China and Singapore.

The government is making efforts to develop New Zealand’s oil and natural gas reserves, so as to boost both the country’s exports and its tax revenues.

 

Its currency is the New Zealand dollar (NZD), known informally as the “kiwi dollar”.

 

New Zealand’s telecommunications industry has undergone numerous reforms. The state-run Telecom Corporation
of New Zealand was privatized in 1990 and industry deregulation began in 1989. The creation of numerous telecom-
munication companies and the influx of foreign investments resulted in great technological improvements. Combined
fixed and mobile-cellular telephone subscribership exceeds 150 per 100 persons. There are over 3m Internet users in
the country.

In spite of the rugged nature of the country, most of the inhabited areas of New Zealand are readily accessible. The road system is good and, though the difficult country makes for slow journeys, the distances involved are seldom great. The difficult terrain has greatly encouraged air travel in New Zealand; most provincial towns have airports, and all major urban centres are linked by air service. There are international air terminals at Auckland, Christchurch and Wellington. The major ports are to be found at the main cities of Auckland and Wellington.

After the boom years from 2001, property prices fell by almost 5% in 2008. However, with low interest rates and a large government stimulus to counteract the global recession, prices began to recover in 2009. Prices in the cities are now rising fastest. The lack of a capital gains tax has also encouraged both residential and commercial property investment in New Zealand, although the government appears now to be moving towards introducing a land tax.

The government has removed controls over banking and finance, and the country’s capital market has become highly
competitive. The government is looking at making the country a hub for investment fund administration in the region.

WHY CHOOSE NEW ZEALAND WHEN STARTING A BUSINESS?

Apart from the business forms such as Limited Liability Company, General and Limited Partnership, Branches, other types of organisation in New Zealand include the sole trader, the trading trust, the loss attributing qualifying company, the unlimited company, the cooperative organisation, the incorporated not-for-profit society, superannuation schemes, and public authorities.

There is no central register of business names in New Zealand, as a business name has no legal status. To secure a trading name, a trademark or brand would need to be registered, or a company formed.

If a sole trader, partnership or another unincorporated form is to be chosen as the form of business, the Intellectual Property Office website and the register on the Companies Office website must be checked to see if a similar registered trademark/brand or company with the name to be used is already in use. It is not possible to register a company name that conflicts with one already registered.

An IRD number must be obtained for a new business from the Inland Revenue (IR). If an IRD number is not obtained, tax will be deducted at a no-declaration rate, which is higher than the normal deduction rate. The IR prefers all business owners to have tax agents (generally an accountant) to process the business’s tax affairs.

Registering for goods and services tax (GST) is not compulsory until sales reach above a certain threshold. However, as soon as one or more people are employed by a business, it must register as an employer with the IR and begin making PAYE deductions from employees’ earnings.

There are no general company tax breaks for companies investing in New Zealand; the government has believed that
low corporate income tax rates, no capital gains tax and a stable, low inflation economy constitute the best incentives.
In the context of the global economic recession, an R&D tax credit applied for the 2008-09 income year, but was then
repealed.

Non-tax incentives are available for investments in selected sectors, such as venture capital and film production, provided directly by the government in the form of financial support.Agriculture now represents only 4.5% of gross domestic product (GDP), with the economy being dominated by serv-

ices at almost 70% of GDP, and manufacturing at some 26%. Tourism has become an important part of the country’s
economy, with most of the country’s visitors originating from Australia, Japan, the United States, and the United King-
dom.

GDP has reached USD116.5bn (2009 estimate), and per capita GDP averages USD27,700. GDP growth was 3.2% in 2007, but the economy fell into recession and contracted for five consecutive quarters in 2008-09. Growth was flat in 2008 and was estimated to have contracted by 1.3% in 2009.

The economy pulled out of recession late in 2009, but growth has been slow. Key trade sectors remain vulnerable to weak foreign demand. Its trade is now mainly with Australia, the European Union (particularly Germany), the United States, China and Singapore.

The government is making efforts to develop New Zealand’s oil and natural gas reserves, so as to boost both the country’s exports and its tax revenues.

 

Its currency is the New Zealand dollar (NZD), known informally as the “kiwi dollar”.

 

New Zealand’s telecommunications industry has undergone numerous reforms. The state-run Telecom Corporation
of New Zealand was privatized in 1990 and industry deregulation began in 1989. The creation of numerous telecom-
munication companies and the influx of foreign investments resulted in great technological improvements. Combined
fixed and mobile-cellular telephone subscribership exceeds 150 per 100 persons. There are over 3m Internet users in
the country.

In spite of the rugged nature of the country, most of the inhabited areas of New Zealand are readily accessible. The road system is good and, though the difficult country makes for slow journeys, the distances involved are seldom great. The difficult terrain has greatly encouraged air travel in New Zealand; most provincial towns have airports, and all major urban centres are linked by air service. There are international air terminals at Auckland, Christchurch and Wellington. The major ports are to be found at the main cities of Auckland and Wellington.

After the boom years from 2001, property prices fell by almost 5% in 2008. However, with low interest rates and a large government stimulus to counteract the global recession, prices began to recover in 2009. Prices in the cities are now rising fastest. The lack of a capital gains tax has also encouraged both residential and commercial property investment in New Zealand, although the government appears now to be moving towards introducing a land tax.

The government has removed controls over banking and finance, and the country’s capital market has become highly
competitive. The government is looking at making the country a hub for investment fund administration in the region.

WHY CHOOSE NEW ZEALAND WHEN STARTING A BUSINESS?

Apart from the business forms such as Limited Liability Company, General and Limited Partnership, Branches, other types of organisation in New Zealand include the sole trader, the trading trust, the loss attributing qualifying company, the unlimited company, the cooperative organisation, the incorporated not-for-profit society, superannuation schemes, and public authorities.

There is no central register of business names in New Zealand, as a business name has no legal status. To secure a trading name, a trademark or brand would need to be registered, or a company formed.

If a sole trader, partnership or another unincorporated form is to be chosen as the form of business, the Intellectual Property Office website and the register on the Companies Office website must be checked to see if a similar registered trademark/brand or company with the name to be used is already in use. It is not possible to register a company name that conflicts with one already registered.

An IRD number must be obtained for a new business from the Inland Revenue (IR). If an IRD number is not obtained, tax will be deducted at a no-declaration rate, which is higher than the normal deduction rate. The IR prefers all business owners to have tax agents (generally an accountant) to process the business’s tax affairs.

Registering for goods and services tax (GST) is not compulsory until sales reach above a certain threshold. However, as soon as one or more people are employed by a business, it must register as an employer with the IR and begin making PAYE deductions from employees’ earnings.

There are no general company tax breaks for companies investing in New Zealand; the government has believed that
low corporate income tax rates, no capital gains tax and a stable, low inflation economy constitute the best incentives.
In the context of the global economic recession, an R&D tax credit applied for the 2008-09 income year, but was then
repealed.

Non-tax incentives are available for investments in selected sectors, such as venture capital and film production, provided directly by the government in the form of financial support.

Anyone filming a large budget movie production in New Zealand may be eligible for assistance under the Large Budget Screen Production Grant Scheme. This scheme does not include tax incentives as such, although any grants that are made are exempt from income tax.

Advantages of the Jurisdiction of New Zealand

 

The following are the advantages of starting a Business in New Zealand:

 

•     Name. Once a company is incorporated no other company can be registered with an identical or near identical

name.

•     Any number of business owners (shareholders) with varying levels of investment capital and personal services.
Limited Liability of shareholders. But note that liability can be increased if, for example, shareholders and direc-
      tors provide guarantees to Financial Institutions to cover the company’s borrowings.

•     Separate Legal Entity. As a consequence of this a shareholder may be employed by the company and may also
      loan money to the company on the same basis as any unrelated party.

•     Trading Credibility. Business vehicle possesses an increased level of credibility in the market place. It is very well

recognized, accepted and trusted.

•     Trading Confidence. Customers and suppliers will feel more confident and comfortable doing business with you.

•     Tax Efficiency. Company structures may offer tax advantages. Company tax is 33% flat. There is also ‘Tax-Divi-

dend Imputation’ which can further help

•     Employing Relatives. There is no requirement that you need to get an approval from the Inland Revenue Depart-

ment to pay wages to relatives for any work they may undertake for your company.

•     Continuity. Directorship and ownership changes do not close the company.

•     Company Funding. Raising capital through venture capital, debentures etc is more flexible and effective.

•     Borrowing. Arranging security for a loan can be both cheaper and easier for a company than an individual.

•     Security for Shareholders Loan. It is possible for a shareholder to have their lending to the company secured by

way of a debenture.

•     Easier to sell part of company. Just sell some of the shares.

•     LAQC. Loss Attributing Qualifying Company status allows distribution of the Company’s Loss Amongst Sharehold-

ers.

•     Able to provide an offshore type trust structure onshore

•     It is an English speaking country

•     It enjoys political and economic stability

•     It is an independent British Commonwealth country

•     The legal system is based on English common law

•     Its Trust Law is similar to that of other common law jurisdictions

•     The legal and banking profession is of a high standard It has well developed communication, commercial and busi-

ness infrastructure

•     New Zealand is a full member of the Organisation for Economic Co-operation and Development (O.E.C.D)

•     New Zealand is not perceived as a harmful tax jurisdiction by the O.E.C.D whilst providing many of the advantages

of an offshore tax jurisdiction

•     New Zealand represents a fresh approach to offshore asset protection

•     New Zealand is a signatory to the 1922 Hague Convention and can thus provide documents under Apostille seal

Placing an order for the formation of a company

The Incorporation of New Zealand off-shore companies is governed by the Companies Act 1993. The formation of an New Zealand International Business Company can take place by using an order form which can be provided by the Registry Agent.

You can also buy a ready-made company from the list available. A ready-made company normally has an open configuration (its directors are not yet appointed and the shares are not yet issued). Therefore the final configuration of a shelf company is made at a later stage.

The Registry Agent will check the name availability of the company (whether there is no company under such name already). In New Zealand the law requires that all financial service providers know the identity of their client so the actual contact details must be indicated at the Registry Agent.   This information remains confidential.

 

Requirements for the Registration of an IBC

 

•   Director: Minimum of one Director. Corporations are permitted.

•   Secretary: A secretary is required.

•   Shareholder: Minimum of one shareholder. Corporations are permitted.

•   Shareholders and Directors may be the same.

•   Shares & Capital: In New Zealand, a private limited company must have at least one shareholder and at least one
      share, but they must be held at the registered office.

•   Name of the Company: Must end with one of the following suffixes: Limited or Ltd, Corporation or Corp, Incor-
      porated or Inc.

   Company must have a registered office and a registered agent in New Zealand.

Required Documents to register the company:

 

•           Notarized copy of your Passport.

•           Notarized Copy of utility bill for address verification less than 3 months old

•           Application documents.

When all the details are confirmed and the payment for the relevant fees received, the Registry Agent will prepare the
Memorandum and the Article of Association of the new International Business Company. These will be filed with the
Registry of International Business Companies in New Zealand. There is no need to sign any statutory info, the initial
company formation documents are prepared and signed on your behalf by the Registered Agent always under the pro-
cedures set by the New Zealand Companies Act 1993. The Registered agent will file the corporate documents of the
company, will pay the applicable registration fees and arrange for the documents to be submitted to the New Zealand
Registrar of companies for registration. All the relevant documents will be kept in the Registered Agents office.

 

Corporate documents of an IBC

 

•   Original certification of incorporation of IBC

•   Memorandum and article of Association

•   First minutes and Corporate Resolutions containing the appointment of directors, allocation of shares, share cer-
      tificates, copies of the Registry of Directors and the Registry of shareholders if they need them.

•   Share transfer forms, trust declarations, appointments of representative (power of attorney) and the Corporate
     
Seal.

SECURITY

New Zealand is unrivalled in its security, possessing both internal political and regional stability and in a troubled world it does not present itself as a terrorist target.

CONFIDENTIALITY

There are no reporting requirements for foreign trusts and no requirement to file any accounting records with any government or regulatory body

GEOGRAPHICAL

New Zealand is situated in Australasia and therefore is not restricted by the European Union regulations. There is good
accessibility by air travel and New Zealand also has the time zone advantage of same day access to Asia and parts of
America.

COMMERCIAL INFRASTRUCTURE

New Zealand has a highly reputable business community, enjoying the presence of some of the world’s leading banks
together with reputable legal and accounting firms. New Zealand prides itself with being at the forefront of industry
when it comes to the provision of facilities for e-commerce possessing well developed internet data centres and inter-

net service providers, together with the necessary supporting telecommunications systems that are required.

 

GENERAL OVERVIEW

Location

South Pacific.

Time zone

GMT + 12 hours.

Population

4,315,800.00

Capital

Wellington.

Airport(s)

International Airports in Auckland, Wellington & Christchurch, Queenstown.

Language

English.

Currency

New Zealand Dollar.

Political system

Constitutional Democracy

International dialling code

+64.

Legal system

Common Law.

Centre’s expertise

High.

TAX

Personal income tax

12.5%, 21%, 33%, 39% in excess of $70,000. Only required if there is taxable income.

Corporate income tax

30%. 33% for trustee companies.

Exchange restrictions

None.

Tax treaties

20+.

SHARE CAPITAL

Permitted currencies

Shares not required to be denominated in money.

Minimum authorised capital

Nil.

Minimum share issue

Nil.

TYPE OF ENTITY

Shelf companies

Irrelevant because of rapid incorporation time.

Timescale for new entities

Can be set up within 24 hours.

Incorporation fees

US $160 if lodged electronically. Otherwise US $275.

Annual fees

Nil if lodged electronically. Otherwise US $30.

DIRECTORS

Minimum number

One.

Residency requirements

None.

Corporate directors

Not permitted.

Meetings/frequency

On notice by a director.

SHAREHOLDERS

Disclosure

Yes. (Trusts no Disclosure).

Bearer shares

Share register must show names of shareholders.

Minimum number

One.

Public share registry

Company must make register available for inspection by public.

Meetings / frequency

Annual meeting, or 75% shareholders’ resolution.

ACCOUNTS

Annual return

All New Zealand companies.

Audit requirements

Yes, unless shareholders unanimously agree to the contrary.

OTHER

Registered office

Must be in New Zealand. Company must have address for services in NZ.

Domicile issues

Companies may emigrate and immigrate.

Company naming restrictions

Names forbidden that: 1. Contravene enactment. 2. Are identical to another company. 3. Are offensive.

Team

Ours stand out from the crowd