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A Notice of Proposal to Strike Off is an official warning from the New Zealand Companies Office that they plan to remove a company from the companies register. The Registrar issues this notice when a company hasn't filed annual returns, appears to have stopped trading, or isn't responding to official communications.

Companies have 20 working days to respond after receiving this notice. If they want to stay active, they must file their overdue documents or prove they're still operating. Without a response, the Registrar will publish a final notice and eventually strike off the company, meaning it legally ceases to exist.

The Companies Office issues a Notice of Proposal to Strike Off when a company shows signs of inactivity or non-compliance. Common triggers include failing to file annual returns, not paying required fees, or becoming uncontactable at the registered office address. The Registrar also uses this notice when there's evidence a company has stopped trading or responding to official communications.

If you receive this notice, prompt action is essential. Your company needs to either update its records and prove it's still operating, or accept the strike-off if the business has genuinely ceased trading. Ignoring the notice leads to automatic removal from the register, which can create serious complications for directors and shareholders.

• Voluntary strike-off notices: Issued when a company director requests removal from the register, typically used for dormant companies or completed business ventures
• Non-compliance notices: Sent when companies fail to file annual returns or maintain proper records
• Abandoned company notices: Used when the Companies Office can't contact the company at its registered address
• Administrative removal notices: Issued for companies that haven't paid registration fees or maintained required statutory information
• Ceased trading notices: Applied when there's clear evidence the business is no longer operating

• Companies Office Registrar: Issues the notice and oversees the strike-off process when companies fail to meet their legal obligations
• Company Directors: Must respond to the notice, either by updating records or accepting the strike-off process
• Company Secretary: Often handles the administrative response and ensures compliance with filing requirements
• Shareholders: Need to be informed as strike-off affects their investment and legal rights
• Creditors: May object to the strike-off if they have outstanding claims against the company

• Company Details: Gather the company's registration number, registered office address, and director information
• Compliance History: Document any missed annual returns, unpaid fees, or other regulatory breaches
• Communication Records: Collect evidence of attempted contact with the company and any responses received
• Strike-off Grounds: Clearly identify and document the specific reasons for proposing company removal
• Timeline Planning: Set out the 20-working-day notice period and key response deadlines
• Stakeholder Details: List all affected parties who need to receive copies of the notice

• Company Identification: Full legal name, registration number, and registered office address
• Legal Authority: Citation of Section 318(1) of the Companies Act 1993 as grounds for strike-off
• Strike-off Reasons: Clear statement of specific grounds for removal from the register
• Response Period: Explicit mention of the 20-working-day deadline for company response
• Required Actions: Detailed instructions for preventing strike-off, including documentation needed
• Official Declaration: Registrar's name, signature, and date of notice issuance
• Contact Information: Companies Office contact details for queries or submissions

A Notice of Proposal to Strike Off differs significantly from a Notice of Default in both purpose and consequences. While both are formal notifications of non-compliance, they operate in different spheres and trigger distinct legal processes.

• Legal Authority: Strike-off notices come exclusively from the Companies Office under the Companies Act 1993, while default notices can be issued by any party to a contract
• Scope of Impact: Strike-off notices affect the company's very existence and registration status, whereas default notices typically address specific contractual breaches
• Response Timeline: Strike-off notices give exactly 20 working days to respond, but default notices can have varying remedy periods
• Resolution Options: Strike-off notices require specific company compliance actions or acceptance of dissolution, while default notices usually seek remedy of specific contractual obligations