Part 18 Overseas companies

332 Meaning of carrying on business

For the purposes of this Part,—

(a)

a reference to an overseas company carrying on business in New Zealand includes a reference to the overseas company—

(i)

establishing or using a share transfer office or a share registration office in New Zealand; or

(ii)

administering, managing, or dealing with property in New Zealand as an agent, or personal representative, or trustee, and whether through its employees or an agent or in any other manner:

(b)

an overseas company does not carry on business in New Zealand merely because in New Zealand it—

(i)

is or becomes a party to a legal proceeding or settles a legal proceeding or a claim or dispute; or

(ii)

holds meetings of its directors or shareholders or carries on other activities concerning its internal affairs; or

(iii)

maintains a bank account; or

(iv)

effects a sale of property through an independent contractor; or

(v)

solicits or procures an order that becomes a binding contract only if the order is accepted outside New Zealand; or

(vi)

creates evidence of a debt or creates a charge on property; or

(vii)

secures or collects any of its debts or enforces its rights in relation to securities relating to those debts; or

(viii)

conducts an isolated transaction that is completed within a period of 31 days, not being one of a number of similar transactions repeated from time to time; or

(ix)

invests its funds or holds property; or

(x)

enters into a contract of insurance as an insurer with a New Zealand policyholder (within the meaning of section 6(1) of the Insurance (Prudential Supervision) Act 2010).

Compare: Corporations Act 1989 s 21(2), (3) (Aust)

Section 332(b)(ix): amended, on 1 February 2011, by section 241(2) of the Insurance (Prudential Supervision) Act 2010 (2010 No 111).

Section 332(b)(x): inserted, on 1 February 2011, by section 241(2) of the Insurance (Prudential Supervision) Act 2010 (2010 No 111).