Section 133 of this Act (as to documents to be annexed to the annual return) shall not apply to a private company unless at the time when the company’s annual return is required to be made the company is a non-exempt private company.”

Notwithstanding anything in subsection (3) of this section, section 163 of this Act (as to the appointment of auditors) shall apply to the annual general meeting of a private company if at the time when the company holds that meeting or otherwise adopts or approves its balance sheet pursuant to this Act the company is a non-exempt private company.

For the purposes of subsections (2a) and (3a) of this section, the expression ‘non-exempt private company’ means any private company—

For the purposes of paragraph (c) of subsection (3b) of this section, a person shall be deemed to be ordinarily resident in New Zealand at any time if at that time—

Every overseas company to which this section applies shall also, in every calendar year, make out a separate balance sheet and profit and loss account of its business, operations, or undertaking conducted in or from New Zealand, in all respects as if such business, operations, or undertaking were conducted by a company formed and registered under this Act, and deliver copies of those accounts to the Registrar.

Every copy of any accounts or document delivered to the Registrar under subsection (1) or subsection (2) of this section shall be certified as correct by two directors of the overseas company or, in the case of accounts made out under subsection (2) of this section, by a person authorised in writing by the overseas company in that behalf.

Every copy of any separate accounts delivered to the Registrar under subsection (2) of this section shall be accompanied by or have endorsed on it a statement by a person qualified for appointment as an auditor of companies under this Act setting out in respect of the said balance sheet and profit and loss account the matters required to be stated by paragraphs (a) to (d) of subsection (1) of section 166 of this Act. Section 468 of this Act shall apply with respect to any such person as if he were a person employed by the company as auditor.

Where it is shown to the satisfaction of the Registrar that the accounts of an overseas company required to be made out under subsection (1) of this section have been prepared in accordance with, and conform to, the law in force in that behalf in the place in which the overseas company is incorporated or constituted, and that the provisions of such law relating to the preparation and contents of such accounts are substantially the same as those of this Act, he may, in writing, exempt the overseas company from the requirements of the said subsection (1). Where any such exemption is granted the overseas company shall instead deliver to the Registrar copies of its accounts conforming to the law of the place of its incorporation or constitution, duly certified as correct by two directors of the company.

Where the Registrar is satisfied that the accounts of an overseas company of which copies are duly delivered to him pursuant to subsection (1) of this section also comply with the requirements of subsection (2) of this section, he may, in writing, exempt the overseas company from its obligation to deliver to him copies of the separate accounts referred to in the said subsection (2), subject to the condition that there is delivered to him the statement referred to in subsection (4) of this section in respect of the business, operations, or undertaking conducted in or from New Zealand.

The Registrar may require any overseas company to deliver to him an additional copy of every document required to be delivered under this section.

If any document required to be delivered to the Registrar under this section is not written in the English language, there shall be annexed to it a certified translation thereof.”

Subsections (2), (3), (4), (7), and (8) of section 402, and paragraph (g) of subsection (1) of section 470, of this Act (which were enacted by section 3 of the Companies Amendment Act 1969) shall apply with respect to every bank, as defined in subsection (1) of this section, that is incorporated outside New Zealand as if references in those subsections and in that paragraph to an overseas company were references to a bank.”