Wellington & Advisors is a leading international corporate and legal consultancy firm advising financial, institutional, business and private clients around the world. We are a full-service firm and our team of professional experts with high technical ability and wealth of experience differentiates Wellington & Advisors as a leading international Legal and Corporate Business Consultancy firm.
We are specialists with years of experience and, more importantly, success-behind us.
Forming a company in New Zealand is straightforward and reflects the modern corporate code which New Zealand adopted in 1993. The salient features of the company law which will be of interest to clients include:
A company must have at least one Director and one shareholder.
Directors have to be natural persons.
At least one of the Directors has to be resident in New Zealand.
There is no capital requirement
Shareholders may be corporate bodies or natural persons and may be either resident or non-resident.
The company needs to have a business or management service office in NZ.
New Zealand is recognized as a premium jurisdiction for the following reasons:
There is no minimum capital requirement.
It provides all advantages of all traditional financial centres and is recognized as a true onshore financial centre which is not blacklisted by any jurisdiction or authority in the world.
It is not perceived by O.E.C.D. as a harmful tax jurisdiction and has no connotations as a tax haven.
It is a member of the O.E.C.D. and World Trade Organization.
New Zealand is a member of the British Commonwealth, English is the main language, has a common law system, and the majority of legislation including trust law is founded on British law.
It is not a member of the EU and is not influenced by the EU Savings Tax Directive and any future developments.
Some examples of common financial services are below:
Providing financial advice
(including investment planning)
Issuing and managing means of payment (for example, credit and debit cards, cheques, travellers’ cheques, money orders, bankers’ drafts, and electronic money)
Foreign currency exchanges – whether buying or selling
Once registered, the FSP can offer:
Financial adviser service
Acting as a deposit taker as defined in the Reserve Bank of New Zealand Act 1989
Keeping, investing, administering, or managing money, securities, or investment portfolios on behalf of other persons
Operating a money or value transfer service
Issuing and managing means of payment (for example, credit and debit cards, cheques, …
Entities and individuals who:
– live or have a place of business in New Zealand; and
– are in the business of providing financial services (in New Zealand or overseas) must register to provide that particular financial service on the FSPR.
Those entities and individuals will have to register as a financial service provider (FSP).
This means that entities which …
1. Has the necessary and required professional experience in the financial area, they will be applying for;
2. Has the related professional qualification;
3. Has set up an office with local qualified employee(s);
4. Considers NZ based clients as the major target market to develop;
5. Has its website fully compliant with the financial activities it has been granted for;
The Financial Markets Authority (FMA) is the New Zealand government agency responsible for financial regulation. It is responsible for regulating all financial market participants, exchanges and the setting and enforcing of financial regulations.
FMA does not oversee or maintain the FSPR, the Companies Office performs this role. But FMA does have the power to deregister a business or individual or prevent them from registering in the first place.
FMA expects that a current or prospective FSP must show clearly how they are conducting the business from NZ, in order to justify having a New Zealand FSP registration.
Trading forex in New Zealand is popular among residents. Before any fx broker in NZ can accept forex or CFD traders as clients, they must become authorised by the Financial Markets Authority (FMA), which is the financial regulatory body in New Zealand.
Forex trading using contracts linked to the exchange rate between two currencies is classed as trading a ‘derivative’ financial product. A derivative product involves trading in the changing value of an underlying asset such as currencies, shares, bonds, commodities or interest rates. In New Zealand, individuals or businesses offering these contracts must hold a ‘derivatives issuer license’ from FMA.
The only FSP registration that requires a DIL for this category – “Trading financial products or foreign exchange on behalf of other persons”
Moreover and, in order to get your application exponentially successful, we do suggest you visit NZ and to meet us personally, as soon as the NZ corporate entity has been registered, so that you may:
Understand the business climate in NZ and our approach to new business ventures, which are always positive, provided the client has a proposition, which is of benefit to NZ as well, and not merely to trade off on our good national reputation;
Meet his banking representative to open a full NZ bank account;
Meet your local NZ Manager, either directly recruited by you or by Wellington Advisors, should you wish our help and support;
Have a look at the prospective part time office set up at Servcorp or elsewhere – service we shall be very pleased to provide you and assist you with;
For further compliance
We need you to provide us:
Company Application Form to be filled and signed;
Organizational/structure chart showing board of directors, shareholders, list of senior persons (compliance officer, Money Laundering Reporting Officer and deputy) and other officers who will would be responsible for the day to day operations;
Business plan with 3-year projections giving details of proposed activities, types of customers, products and services to be offered (brokerage, CIS securities, underwriting, etc.);
Internal Procedures Manual;
Anti-Money Laundering & Compliance Procedures Manual;
Details of proposed membership with an Exchange, clearing and settlement facility, etc;
Details of procedures and systems to prevent conflicts of interest, terrorism and money laundering;
An indication as from where the company intends to operate;
Discuss with us in person, all the other issues likely to arise during and post FSP Registration, such as employing a full-time or part-time experienced manager, who will run the operation from their NZ office, business plans, etc.
The current process appears to take about I ½ to 2 weeks to incorporate a company, obtain a NZ Bank account and necessary/eventual changes on the shareholder and directorship structure.
A Business Plan has to be written and edited, CVs to be vetted, a NZ office and a part time manager appointed before formally applying online with FSPR. Dependent upon TBA’s input, it can take another 4 to 6 weeks for this process to be completed.
FSPR tends to take another 4 to 5 weeks, considering all questions they may and usually place before handing over the application to FMA.
FMA’s official position is that their enquiries will take up to 60 working days (i.e., 12 weeks) before we get a definite answer.
Total Expected Timing to get this whole process completed – 25 weeks.
Therefore 5 to 6 months for you to consider getting your own project licensed, that will be a reasonable timing.
Wellington Advisors LLP
Level 1, 4 Bond Street
Tel.: + 64 (0)4 909 7394