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A Formation Document officially brings your business or organization into existence under New Zealand law. It includes key details like your company name, registered office, director information, and shareholding structure - essentially creating your company's legal identity. The Companies Office requires this document when you register a new business.

Your Formation Document acts as your company's birth certificate and rulebook combined. It establishes how your business will operate and forms part of your company's constitution under the Companies Act 1993. Once filed and approved, it gives your organization legal status and protection, letting you open bank accounts, sign contracts, and conduct business officially.

You need a Formation Document when starting any new company in New Zealand, from small businesses to large corporations. This isn't optional - it's a legal requirement before you can begin trading, hire employees, or sign contracts as a legitimate business entity. The Companies Office must receive and approve your Formation Document during the registration process.

Many entrepreneurs prepare their Formation Document while developing their business plan, often weeks before launch. This timing lets you secure your company name, set up bank accounts, and establish relationships with suppliers early. Getting it right from the start helps avoid costly restructuring or amendments later, especially around shareholding and director arrangements.

• Business Agreement Form: The standard Formation Document used by most New Zealand companies. It includes core sections for company details, shareholding structure, and director appointments. This version can be customized with additional clauses for specific business needs, from simple single-shareholder setups to complex multi-owner arrangements. Directors can add special provisions for voting rights, dividend policies, or transfer restrictions while maintaining Companies Office compliance.

• Company Directors: Must review and sign the Formation Document, taking legal responsibility for its accuracy. They make key decisions about company structure and governance rules.
• Business Owners/Shareholders: Their rights, responsibilities, and ownership percentages are defined in the document. This includes voting powers and profit-sharing arrangements.
• Legal Professionals: Often draft and review Formation Documents to ensure compliance with the Companies Act 1993 and protect client interests.
• Companies Office: Reviews and processes Formation Documents, maintaining official records of registered companies in New Zealand.
• Company Secretary: Handles document filing, maintains corporate records, and ensures ongoing compliance with formation requirements.

• Company Details: Gather your proposed company name, registered office address, and primary business activity.
• Shareholder Information: List all shareholders with their full legal names, addresses, and number of shares each will hold.
• Director Details: Compile full legal names, dates of birth, and residential addresses of all directors.
• Share Structure: Decide on share classes, rights, and total number of shares to be issued.
• Constitution Options: Choose if you'll adopt standard Companies Act rules or create custom provisions.
• IRD Requirements: Prepare tax registration details and GST status information.

• Company Identification: Full legal name, registered office address, and incorporation date as required by the Companies Act 1993.
• Share Structure: Total number of shares, classes of shares, and rights attached to each class.
• Director Details: Names, addresses, and consent statements from all appointed directors.
• Shareholder Information: Full details of initial shareholders and their respective shareholdings.
• Constitutional Rules: Company rules or adoption of standard constitutional provisions.
• Execution Block: Signature sections for directors and shareholders, with proper attestation requirements.

A Formation Document often gets confused with a Constitution Document, but they serve distinct purposes in New Zealand business law. While both are foundational company documents, their roles and requirements differ significantly.

• Timing and Purpose: Formation Documents are required at company registration and establish legal existence. Constitution Documents can be adopted later and set internal governance rules.
• Legal Requirements: Every company must have a Formation Document, but a Constitution Document is optional under the Companies Act 1993.
• Content Scope: Formation Documents contain basic company details and initial structure. Constitution Documents outline detailed operational rules, shareholder rights, and management procedures.
• Modification Process: Formation Documents require formal amendments through the Companies Office. Constitution Documents can be changed through shareholder resolutions without external registration.