We recommend you seek expert legal advice as early as possible.
Information you need to provide
Applications for consent to acquire significant business assets must include:
- Tax information
- Details of securities
- Details of business to be established
- Details of assets
- Written statement (if no sensitive land)
The application form will prompt you to provide the required information.
Tax information
A tax information requirement was incorporated into the Act as a result of concerns by Ministers of the number of overseas investors that originated from countries with low or no corporate tax.
You must provide us with tax information when you submit your application for consent. This applies to all significant business assets applications including when combined with sensitive land or fishing quota applications.
We will pass this information directly to Inland Revenue without viewing it.
Details of securities
Below is a summary of the information you need to provide:
- the classes of securities; the number of securities in each class; the rights that attach to each class of security and the percentage of the total securities in each class (for a global transaction make sure to include the NZ asset value and the consideration attributable to those NZ assets as well)
- the securities already owned by the applicant or any associate (either alone or together with its associates)
- the value of the securities being acquired and the total consideration to be paid for the securities
- whether the securities being acquired are existing securities or are new securities to be issued.
- the gross value of the assets of the target company and its more than 25% subsidiaries
- how the acquisition is to be financed
- copies of any agreements providing for the acquisition of the securities
- a general description of the business the applicant will undertake after the acquisition.
Establishment of a business
Below is a summary of the information you need to provide:
- the nature of the business being established
- the timeframe for establishment of the business
- the parties that will be involved with the business
- how the monetary threshold is likely to be met
Details of assets
Below is a summary of the information you need to provide:
- the nature of the assets being acquired (for example, all of the assets and the undertakings of the candle making business of ABC Candle Company Ltd)
- the total consideration
- how the acquisition is to be financed
- a copy of any agreements providing for the acquisition of the assets
- a general description of the business the applicant will undertake after the acquisition.
Written statement (if SBA only - no sensitive land)
If a significant business assets application does not include sensitive land, you will need to provide a written statement that the acquisition does not involve any land that is sensitive under Schedule 1 of the Act.
How long it will take to assess
Find out how long it will take for us to assess your application.
Assessment timeframes
Tips for speeding up our application process
How much it will cost
The fee for an SBA application will depend on a range of factors.
Find out how much it will cost to lodge this application.
Overseas investment fees and penalties
Applicable legislation
The Overseas Investment Act 2005 outlines the criteria for consent for overseas investments in significant business assets:
Significant business assets are defined in section 13
Consent criteria for investments in significant business assets are detailed in section 18
Details of the information you must provide with your application are set out in:
- section 13(1)(a) (acquisition of securities)
- section 13(1)(c) (purchase of assets)
- section 13(1)(b) (establishment of a business).
Information about alternative monetary thresholds can be found in part 5 of the Overseas Investment Regulations 2005