NZ Company Annual Return: A Complete Guide for 2026

What Is an Annual Return?

Every company registered in New Zealand is required to file an annual return with the New Zealand Companies Register. The annual return is not a financial statement and does not require audited accounts. It is a confirmation that the company's registered details are correct: company name, registered office address, address for service, directors, shareholders, and constitution status.

Filing the annual return also confirms that the company is still operating and intends to remain registered. Failure to file results in late fees and, eventually, removal from the register.

When Is the Annual Return Due?

Your annual return is due on the anniversary of your company's incorporation date each year. If your company was incorporated on 15 March 2025, your first annual return is due on or before 15 March 2026, and so on each year after that.

The Companies Register sends a reminder to the email address on record approximately one month before the due date. If the email on record is outdated or belongs to a former director, you may not receive this reminder. It is worth logging into the Companies Register portal to confirm your contact details are current.

What Does It Cost?

The annual return filing fee for a standard NZ company is NZ$45.74 (including GST) when filed online. There is no paper filing option for annual returns; they must be filed through the Companies Register online portal at companies.govt.nz.

If you file late, a late filing fee applies. As of 2026, the late fee is NZ$45.74 for each month the return is overdue, in addition to the standard filing fee. A return that is three months late incurs NZ$137.22 in late fees on top of the NZ$45.74 base fee.

How to File the Annual Return

Filing the annual return takes approximately five minutes if your company's details are current. The process is:

1. Log in to the Companies Register at app.companiesoffice.govt.nz using your RealMe login or your registered user account.
2. Search for your company by name or company number.
3. Select "File annual return" from the company menu.
4. Review each section: registered office address, address for service, directors (with residential addresses), shareholders, and constitution status. Update any details that have changed.
5. Confirm the return and pay the NZ$45.74 fee by credit card or internet banking.

The return is processed immediately. You will receive a confirmation email and the register will show the updated filing date.

What Needs to Be Current Before You File

Registered office address: Must be a physical address in New Zealand where documents can be served. A PO box is not acceptable as a registered office address. If you have moved premises, update this before filing.

Address for service: Can be the same as the registered office, or a different address (such as your accountant's office) where legal documents should be sent. Email service is also available if you have registered an email address for service.

Directors: All current directors must be listed with their current residential addresses. A director who has resigned but is still listed on the register needs to be formally removed before or at the time of filing. Each director must have a unique residential address; a director living at the same address as another director must still list their individual address.

Shareholders: The shareholder register must reflect the current shareholders and their share allocations. If shares have been transferred or new shares issued since the last filing, update the share register before filing the annual return.

What Happens If You Miss the Deadline?

If your annual return is not filed by the due date, the Companies Register will send a notice of late filing. Late fees begin to accrue from the day after the due date. If the return remains unfiled for more than 12 months after the due date, the Registrar may commence the process to remove the company from the register.

Removal from the register means the company ceases to exist as a legal entity. Any contracts, assets, or liabilities held by the company become the property of the Crown. Reinstating a removed company is possible within five years but requires a court order and payment of all outstanding fees, which is significantly more expensive and time-consuming than filing on time.

If you receive a notice of removal, you should file all outstanding annual returns and pay all outstanding fees immediately to halt the removal process.

Annual Return vs Annual Financial Statements

The annual return is often confused with annual financial statements. They are different things. The annual return is filed with the Companies Register (free from financial detail). Financial statements are prepared under the Financial Reporting Act 2013 and the External Reporting Board (XRB) standards, and are required for larger companies, issuers, and companies that opt into reporting obligations.

Most small NZ companies (under NZ$30 million in revenue, under 25% foreign ownership, not a public issuer) are not required to prepare or file financial statements with any government agency, though they must still prepare them for internal use and for their accountant. Your accountant can advise whether your company has financial reporting obligations.

Keeping Your Companies Register Details Updated Year-Round

Changes to directors, shareholders, registered office, or address for service must be notified to the Companies Register within 20 working days of the change. You do not need to wait for the annual return to update these details. Keeping them current year-round means the annual return filing is a five-minute confirmation rather than a data-entry exercise.

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