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StatuteCompanies Act 1993

Section Sch4 — Companies Act 1993: Information to be contained in annual return

Text of the provision Official document

Schedule 4 Information to be contained in annual return Section 214 (a) The address of the registered office of the company: (b) The address for service of the company: (c) The postal address of the company: (d) If the share register is divided into 2 or more registers kept in different places, the place in which each register is kept: (e) If any records are not kept at the company's registered office under section 189(1) of this Act, details of those records and of the place or places where they are kept: (f) The following information relating to the shares in the company: (i) The number of shares issued and, if there is more than one class of shares, the number of shares in each class: (ii) The value of the consideration for each share issued: (iii) Where the full consideration was not payable or required to be provided in respect of the issue of the share, the value of that part of the consideration paid or provided in respect of the issue of the share: (iv) The amount called up on each share: (v) The total amount of calls received: (vi) The total amount of calls unpaid: (vii) The total number of shares forfeited and not sold or otherwise disposed of: (viii) The total number of shares purchased or otherwise acquired by the company: (ix) The total number of shares redeemed by the company: (g) The full names and residential addresses of the directors of the company: (h) If the company is a party to a listing agreement with a registered exchange (within the meaning of section 2(1) of the Securities Markets Act 1988 ), the names and addresses of, and the number of shares held by,— (i) The persons holding the 10 largest numbers of shares; or (ii) If there is more than one class of shares, the persons holding the 10 largest numbers of shares in each class: (i) If the company is not a party to a listing agreement with a registered exchange (within the meaning of section 2(1) of the Securities Markets Act 1988 ), the following information relating to past and present shareholders of the company: (i) The names and addresses of all the shareholders of the company: (ii) The names and addresses of all persons who ceased to be shareholders of the company— (A) Since the date of the last annual return; or (B) In the case of the first annual return of a company registered under this Act, since the date of registration; or (C) In the case of the first annual return of a company reregistered under this Act in accordance with the Companies Reregistration Act 1993 that was not required to file an annual return under the Companies Act 1955, since the date of incorporation under that Act; or (D) In the case of the first annual return of a company reregistered under this Act in accordance with the Companies Reregistration Act 1993 that was required to file an annual return under the Companies Act 1955, since the date of that return: (iii) The number of shares held by each shareholder: (iv) The shares transferred by existing shareholders or past shareholders (including the dates of registration of the transfers)— (A) Since the last annual return; or (B) In the case of the first annual return of a company registered under this Act, since the date of registration; or (C) In the case of the first annual return of a company reregistered under this Act in accordance with the Companies Reregistration Act 1993 that was not required to file an annual return under the Companies Act 1955, since the date of incorporation under that Act; or (D) In the case of the first annual return of a company reregistered under this Act in accordance with the Companies Reregistration Act 1993 that was required to file an annual return under the Companies Act 1955, since the date of that return: (j) A statement whether, at any time,— (i) Since the last annual return; or (ii) In the case of the first annual return of a company registered under this Act, since the date of registration; or (iii) In the case of the first annual return of a company reregistered under this Act in accordance with the Companies Reregistration Act 1993 that was not required to file an annual return under the Companies Act 1955, since the date of incorporation under that Act; or (iv) In the case of the first annual return of a company reregistered under this Act in accordance with the Companies Reregistration Act 1993 that was required to file an annual return under the Companies Act 1955, since the date of that return,— section 18 or section 19 of the Financial Reporting Act 1993 applied to the company or the company was a specified company within the meaning of section 2 of the Takeovers Act 1993 : (k) In the case of a company which has passed a resolution under section 196(2) of this Act that no auditor be appointed, the text and date of the resolution: (l) The date of the last annual meeting of the company held under this Act or, if the company avoided the need for an annual meeting by doing everything required to be done at that meeting by passing a resolution under section 122 of this Act, the date on which the resolution was passed: (m) In the case of a company reregistered under this Act in accordance with the Companies Reregistration Act 1993 that has not been required to hold an annual meeting under this Act,— (i) The date of the last annual general meeting held under the Companies Act 1955; or (ii) If the company avoided the need for an annual general meeting by doing everything required to be done at that meeting by entry in its minute book under section 362(2) of the Companies Act 1955, the date on which the last thing required to be done at that meeting was done under section 362(2) of the Companies Act 1955. NOTES: The information required by paragraph (f)(i) of this Schedule must show separately the number of shares issued for cash and the number of shares issued as fully or partly paid up for a consideration other than cash. The information required under paragraph (i) of this Schedule need relate only to persons who have become shareholders or who have ceased to be shareholders since the date of an annual return filed under this Act for 1 of the 2 preceding years if that annual return contained the information required by that paragraph. For the purpose of paragraph (j) of this Schedule, a statement whether or not a company was at any material time a specified company within the meaning of section 2 of the Takeovers Act 1993 does not have to be included in the annual return unless a takeovers code is in force under the Takeovers Act 1993 . Clauses (h) and (i) were amended, as from 1 December 2002, by section 30 Securities Markets Amendment Act 2002 (2002 No 44) by substituting the words “ registered exchange (within the meaning of section 2(1) of the Securities Markets Act 1988) ” for the words “ stock exchange registered under the Sharebrokers Act 1908 ” . The notes were amended, as from 1 December 2002, by section 38 Takeovers Amendment Act 2002 (2002 No 45) by substituting the words “ is in force under the Takeovers Act 1993 ” for the words “ has been approved by Order in Council under section 28 of the Takeovers Act 1993 and is in force ” .

Official source: legislation.govt.nz

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