The annual return is a yearly check-in with the Companies Office. You confirm that the details of your company on the Companies Register are correct, and you pay a fee of $49.74 plus GST. You file it online during your company's filing month. If you don't complete it on time, the Registrar may remove your company from the register.
It is not a tax return, and it asks for no financial figures. Many people mix the two up. This guide explains the difference, what you confirm, how to file and what goes wrong when it is missed.
What the annual return is
The Companies Office runs the Companies Register, the public record of New Zealand companies. The annual return is how you keep your company's entry on that record accurate. The Companies Office describes it as a legal requirement that confirms your company is still active.
Two terms come up again and again, so here they are once:
- Registrar: the official who keeps the Companies Register. The Registrar is the person with the power to remove a company from it.
- Filing month: the month in which your company's annual return can be completed each year.
The return is a public record. The details you confirm, such as the company's addresses and the directors and shareholders, are things anyone can look up.
How it differs from your tax return and financial statements
The annual return and the Inland Revenue tax return are two separate obligations. The Companies Office explains it this way:
- The Inland Revenue tax return is a summary of income and expenditure.
- The Companies Office annual return confirms the details of your company every year. It is not a financial document.
So you do not need to wait for your accounts or your year-end tax work before filing the annual return. You are checking names, addresses and share numbers, not profit.
Financial statements are different again. Filing them with the Companies Office is its own service with its own fee on the Companies Office fee schedule: $175 plus GST for financial statements filed under the Companies Act 1993, and $255 plus GST for those filed under the Financial Markets Conduct Act. Whether that applies to your company depends on the company. Check with the Companies Office or your accountant. It is a separate job from the annual return.
What it costs
The Companies Register's help page puts the annual return fee at $49.74 plus GST. GST is 15%, which is why the Companies Office's schedule of fees shows the total as $57.20 including GST. Those fees have been in effect since 1 July 2022.
The schedule also shows how the fee is made up:
| Part of the fee | Amount (excl GST) |
|---|---|
| Companies Office fee | $21.00 |
| FMA levy | $21.74 |
| XRB levy | $6.00 |
| IP levy | $1.00 |
| Total | $49.74 |
A levy is a charge collected on behalf of another body. FMA is the Financial Markets Authority and XRB is the External Reporting Board. So most of what you pay is levies, not the Companies Office's own charge.
One variation exists. Software that connects directly to the Companies Office through its API (a way for software to talk to the Companies Office's systems) pays a lower Companies Office portion: $18 instead of $21. That makes the total $46.74 plus GST. It matters mainly to software providers and firms that file through their own systems. If you file through the website, the fee is $49.74 plus GST.
The pages we have covered the online service only. If you are thinking of filing any other way, ask the Companies Office what the fee is before you rely on any figure.
You can pay in several ways. The Companies Office lists a Pay Now option during the transaction, a monthly invoice if you have set up direct debit on your account, or a credit or debit card or internet banking as you go.
When it is due
Your first annual return is due in the calendar year after the company was incorporated. If your company was incorporated in 2024, the first return is due in 2025. After that, it is due every year in your filing month.
The Companies Office assigns the filing month when the company is incorporated. You can complete the return at any time during that month.
To find your month, search for your company on the Companies Register. The Companies Office says the register will show when the next return is due.
You can also change your filing month, as long as your return is not currently due or overdue. The option appears as an optional step when you file. The Companies Office also has separate guides on changing the filing month and on requesting an extension. If you are close to missing your month, read the extension guide on the Companies Register before it passes. We do not describe the extension rules here, because they are for the Companies Office to set.
A worked example
Say your company was incorporated in 2024 and the Companies Office gave it a filing month of June.
- The first annual return is due in June 2025.
- The next is due in June 2026, and so on every year.
- Each return costs $49.74 plus GST, which is $57.20 in total.
- Three years of returns come to $171.60 including GST.
Compare that with a missed return. If a company is removed from the register, getting it back means restoration. The fee schedule puts company restoration at $150 plus GST, which is $172.50 including GST. And that is only the fee. Lawyers who deal with removed companies say restoration usually also means bringing overdue returns up to date and paying outstanding fees. Staying on time is the cheaper path.
What you confirm
The return is a set of checks. The Companies Office says you need to confirm four things.
Company addresses. There are three:
- The registered office address.
- The address for service, where documents can be sent to the company.
- The address for communication, which is the address the Companies Office uses to contact you.
Ultimate holding company. You confirm whether or not your company has an ultimate holding company (UHC). A UHC is a company or other body corporate that has control of another company. If you have one, you check its details are correct. The Companies Office suggests getting professional advice if you are unsure whether you have one.
Directors. For each director, this includes their full legal name, residential address and other contact details. The Companies Office also recommends checking their dates of appointment. A registered company must have at least one director who lives in New Zealand or is a director of a company registered in Australia. Sometimes a New Zealand address shows as "not validated". That only means it is not verified against New Zealand postal records. If the address is correct, you can confirm it.
Shareholdings. This covers the total number of shares in the company, each shareholder's full legal name and address, and how many shares each holds.
There is also an optional step. You can add or update details such as your trading name or website. If you choose to make them public, they also appear on the New Zealand Business Number (NZBN) Register. You can skip this step by choosing "Continue".
How to file, step by step
You file through your Companies Register account. Before you start, you need:
- A RealMe login. RealMe is the New Zealand government's online identity login. Use the same RealMe you used when you registered the company or set up the account.
- An online account with the Companies Office.
- Confirmed authority over the company. Authority is permission to manage a company's details on the register.
- A card or banking details to pay the fee.
The person who registered the company receives authority automatically. If someone else is filing, such as a second director, they need to request authority first. The Companies Office help centre explains how.
Then the steps, as set out in the Companies Office's guide to completing an annual return:
- Log in to the Companies Register.
- Select your company from the dashboard.
- Optionally, fill in the NZBN details. Choose "Continue" to skip.
- Check and update the addresses, the ultimate holding company (if applicable), the directors and the shareholdings.
- Confirm each section is correct by ticking the box.
- Confirm who is authorising the return. This is a director or an authorised person.
- Check the email address used for reminders, and update it if needed.
- Optionally, change your filing month or add a mobile number for text reminders.
- Submit the return and pay the fee.
- Wait for the payment confirmation before closing the window.
The Companies Office then sends you an email once the return is complete. Any changes you made are added to the register automatically.
You do not need a financial report or an annual meeting date to complete these steps.
Reminders, and what happens if you miss it
When your return is due, the Companies Office sends reminders by email, and by text if a mobile number is on file. They go to the company, its directors and anyone with confirmed authority to update the company's details.
That only works if the contact details are current. If your accountant has changed, or a director has left, or you have moved, the reminder may go to a mailbox nobody reads. Keep both the company's contact details and your online account email up to date.
The consequence of not filing is stated plainly by the Companies Office: if you do not complete the return on time, the Registrar may remove your company from the Companies Register. Our sources do not set out a scale of late fees, so we won't suggest one. The risk to plan around is removal.
New Zealand law firms that handle these cases describe the usual path. If returns go unfiled for a period, the Companies Office may start a removal process. That generally involves notices, including a public notice, and time to fix the problem or object. The notices go to the addresses on the register. If those are old or nobody watches them, they are easy to miss.
Being removed has practical effects:
- If you sign contracts in the company's name after removal, you may be signing personally, even if you did not intend to.
- Banks and payment providers may raise questions once they see the company has been removed.
- Continuing to trade can expose the people involved to extra risk, even through an honest mistake.
Restoration is often possible, but it depends on why the company was removed and how long ago. If it comes to that, take advice early. If you are also behind with Inland Revenue and need credit, see our page on business finance when you owe Inland Revenue.
Keeping details current all year
The annual return is the yearly check. It is not the only time to update the register. If a director leaves, shareholders change or the office moves, update the record when it happens rather than waiting for the return. The Companies Register help centre has guides on keeping company details up to date. We have not set out a deadline for those changes here, so check the current rule there.
A sensible routine for a small company:
- Check the registered office address, and make sure someone reads the post that arrives there.
- Check the address for service.
- Keep each director's email and phone number current.
- Update shareholder records after any investment, buyout or restructure.
- Put your filing month in a recurring calendar reminder.
If an accountant or adviser handles it
The person who files needs confirmed authority over the company. If you pay an adviser to file for you, make sure they have that authority and agree in writing who is responsible. Lawyers who advise on removals warn against assuming the accountant is doing it. It is also wise to have two people with access to the company's Companies Office logins and emails, where possible, so one person leaving does not leave the company stuck.
Frequently Asked Questions
Is the annual return the same as my tax return? No. The tax return summarises income and expenditure for Inland Revenue. The annual return confirms your company's details to the Companies Office and is not a financial document.
How much does it cost? The Companies Office fee is $49.74 plus GST, which is $57.20 including GST. Software that files through the API pays $46.74 plus GST.
When is my first one due? In the calendar year after the company was incorporated. A company incorporated in 2024 files its first return in 2025.
How do I find my filing month? Search for your company on the Companies Register. You can change the month if your return is not currently due or overdue.
What happens if I don't file? The Registrar may remove your company from the Companies Register. Getting it back means restoration, which has its own fee and usually means catching up on overdue returns.
Deplexify prepares compliance filings for small organisations in New Zealand. If you would rather hand over the routine returns, that is the kind of work we do.