Our website uses  cookies for statistical purposes.

Our Articles

Open a SPV in New Zealand

Open a SPV in New Zealand

A special purpose vehicle (SPV) is a company incorporated to meet certain specific or temporary objectives. A company can act as a special purpose vehicle, if it is incorporated using governing documents that specifically state this purpose for its functioning.

Our team can help investors open a SPV in New Zealand by observing the requirements of the Infrastructure Funding and Financing Act 2020, as well as other applicable laws and regulations.

The general process to open a company in New Zealand follows several mandatory steps and preparing the governing documents is one of them. By working with our team, investors can make sure that these documents are prepared according to the conditions for the special purpose vehicle.

The main requirements for a SPV company in New Zealand

The special purpose vehicle is a legal entity usually incorporated by another company that will be used for a certain objective, such as minimizing financial risk. The parent company will not be fully liable for the debts and obligations of its New Zealand SPV, therefore, the latter can continue to function in the event in which the parent company goes bankrupt.

The main conditions apply to those who open a SPV company in New Zealand:

  • The Special Purpose Vehicle can be incorporated as a company, however, a partnership or other entity or person may act as a SPV under the Infrastructure Funding and Financing Act 2020;
  • The company’s or partnership’s governing documents must state that it operates solely for the purpose of acting as a special purpose vehicle; our agents specializing in company registration in New Zealand can help investors prepare these documents;
  • It cannot have its governing documents amended without special consent.

Investors who wish to open a SPV in New Zealand and need to discuss their options for structuring this type of company can reach out to our team.

We specialize in a wide range of New Zealand company formation matters and can answer questions hot only about SPVs, but also about offshore companies or subsidiaries in NZ.

How to open a SPV company in New Zealand

The Special Purpose Vehicle is a separate legal entity created according to the company incorporation rules in New Zealand and, therefore, according to the Companies Act of 1993. Below, our team summarizes the most important conditions required to start a business in New Zealand:

  • Company name: a unique name is reserved prior to registration; The name cannot infringe existing ones belonging to companies that are already registered in New Zealand;
  • Shareholders: the company’s shareholding structure is determined prior to its registration; the limited liability company needs to have at least one shareholder;
  • Governing documents: the Articles of Association are the founding documents, including essential information about the new legal entity, and details on how it will be used as a special purpose vehicle;
  • Registration: a new company needs to be registered with the New Zealand Companies Register.

The taxes that are generally applicable to New Zealand companies, and which can also apply to an SPV, depending on its objectives, are the following:

  • 27% corporate income tax rate;
  • 15% goods and services tax (or a reduced 0% rate) – applicable to companies that provide certain types of goods and services;
  • Minimum compulsory social security contributions – 3% of the employee’s gross salary paid by the employer;
  • Other taxes, as the case may be.

Some of the main laws and regulations that concern SPVs have been implemented in New Zealand so that the establishment and the operating of the special purpose vehicles does not create tax volatility. When the option to open a SPV in New Zealand is taken into account, investors can find out more about the relevant laws from our local company formation experts.

Our team can help investors open a company in New Zealand that will be structured to meet the objectives of a special purpose vehicle.

Contact us for additional information if you wish to open a SPV company in New Zealand.