The Company Memorandum is a crucial document required when establishing or restructuring a company in New Zealand. It must comply with the Companies Act 1993 and other relevant legislation, serving as the foundation for company governance and operations. This document is typically prepared during company formation or when updating an existing company's constitution to reflect modern practices or changed circumstances. The Company Memorandum contains essential information about the company's structure, share classes, decision-making processes, and governance arrangements. It's particularly important for establishing clear rules around shareholder rights, director duties, and company administration, while ensuring flexibility for future growth and development. The document needs regular review to ensure it remains current with changing business needs and legislative requirements.
Create a bespoke document in minutes, or upload and review your own.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Get your first 2 documents free
Your data doesn't train Genie's AI
You keep IP ownership of your information
Key Requirements PROMPT example:
Company Memorandum
"Need a Company Memorandum for a tech startup launching in March 2025, with provisions for three founding shareholders, future investor rights, and employee share scheme options, compliant with New Zealand law and suitable for attracting Series A funding."
1. Company Name and Number: The registered name of the company and its registration number
2. Registered Office: The official registered office address of the company
3. Business Address: The address for carrying on business if different from registered office
4. Company Type: Specification of whether the company is private or public
5. Share Structure: Details of the company's share structure, including types of shares and rights attached
6. Director Provisions: Rules regarding appointment, removal, and powers of directors
7. Shareholder Rights: Basic rights and obligations of shareholders
8. Meetings: Rules for conducting shareholder and director meetings
9. Decision Making: Procedures for making company decisions and passing resolutions
10. Administration: General administrative provisions including record-keeping requirements
1. Pre-emptive Rights: Used when shareholders want first right of refusal on share transfers
2. Tag-Along Rights: Include when minority shareholders need protection in sale situations
3. Drag-Along Rights: Include when majority shareholders want power to force minority participation in sales
4. Dividend Policy: Include specific dividend distribution rules if different from default provisions
5. Share Vesting: Used when implementing employee share schemes or founder vesting arrangements
6. Industry-Specific Provisions: Special provisions required for regulated industries like financial services
7. Intellectual Property: Special provisions for companies with significant IP assets
8. Additional Share Classes: Used when creating multiple share classes with different rights
1. Initial Shareholders: List of founding shareholders and their shareholdings
2. Share Capital History: Record of share issuances and transfers
3. Director Details: Full details of initial directors including addresses and qualifications
4. Share Rights: Detailed description of rights attached to different share classes
5. Company Seal: Requirements for use of company seal if adopted
6. Professional Advisers: Details of company's accountants, lawyers, and other professional advisers
Authors
Relevant legal definitions
Clauses
Company Name and Status
Share Capital
Share Transfer
Pre-emptive Rights
Share Certificates
Lien on Shares
Calls on Shares
Forfeiture of Shares
Transmission of Shares
Alteration of Rights
General Meetings
Notice of Meetings
Proceedings at Meetings
Voting Rights
Proxies
Directors Appointment
Directors Powers
Directors Duties
Directors Interests
Directors Remuneration
Directors Meetings
Company Secretary
Dividends
Reserves
Capitalization
Accounts
Audit
Notices
Winding Up
Indemnity
Insurance
Common Seal
Amendment of Memorandum
Dispute Resolution
Shareholder Rights
Board Composition
Decision Making
Record Keeping
Share Issue
Corporate Governance
Share Capital
Share Transfer
Pre-emptive Rights
Share Certificates
Lien on Shares
Calls on Shares
Forfeiture of Shares
Transmission of Shares
Alteration of Rights
General Meetings
Notice of Meetings
Proceedings at Meetings
Voting Rights
Proxies
Directors Appointment
Directors Powers
Directors Duties
Directors Interests
Directors Remuneration
Directors Meetings
Company Secretary
Dividends
Reserves
Capitalization
Accounts
Audit
Notices
Winding Up
Indemnity
Insurance
Common Seal
Amendment of Memorandum
Dispute Resolution
Shareholder Rights
Board Composition
Decision Making
Record Keeping
Share Issue
Corporate Governance
Relevant Industries
All Commercial Sectors
Professional Services
Financial Services
Technology
Manufacturing
Retail
Healthcare
Real Estate
Construction
Agriculture
Mining
Education
Transport and Logistics
Relevant Teams
Legal
Corporate Governance
Board of Directors
Executive Leadership
Company Secretariat
Compliance
Risk Management
Corporate Affairs
Administrative Support
Relevant Roles
Chief Executive Officer
Company Director
Company Secretary
Chief Financial Officer
Legal Counsel
Corporate Lawyer
Compliance Officer
Board Member
Managing Director
Governance Manager
Risk Manager
Company Founder
Corporate Administrator
Shareholder Relations Manager
Find the exact document you need
Moa Form
A New Zealand-specific agreement governing the management, research, and conservation of Moa remains and associated archaeological sites.
find out more
Memorandum (Real Estate)
A legal document under New Zealand law that records the key terms and conditions of a property sale or purchase transaction.
find out more
Memorandum Of Contract (Real Estate)
A legally binding document under New Zealand law that records the terms and conditions of a real estate sale and purchase agreement between vendor and purchaser.
find out more
Memorandum Of Agreement (Real Estate)
A legally binding agreement document used in New Zealand property transactions, outlining terms and conditions of real estate sales under NZ law.
find out more
Joint Venture Mou
A preliminary agreement under New Zealand law outlining the framework and key terms for a proposed joint venture collaboration between parties.
find out more
Mou For Sponsorship
A New Zealand-governed preliminary document outlining the intended terms and conditions of a sponsorship arrangement between sponsor and sponsee.
find out more
Memorandum Of Deposit
A New Zealand law security document creating a security interest over specific assets in favor of a secured party, typically used in banking and finance transactions.
find out more
Memorandum Of Consent
A New Zealand legal document recording formal consent from one party to another's proposed actions or arrangements, commonly used in property and commercial contexts.
find out more
Memorandum Of Charge
A New Zealand security document creating an enforceable charge over property to secure obligations owed to a creditor.
find out more
Rent Memorandum
A New Zealand-compliant legal document recording rental agreement terms and conditions between landlord and tenant.
find out more
Mou For Sale Of Property
A preliminary agreement outlining proposed terms for property sale in New Zealand, serving as a framework for negotiation before formal Sale and Purchase Agreement.
find out more
Memorandum Of Mortgage
A New Zealand legal document that creates and records a mortgage over real property, requiring registration with Land Information New Zealand (LINZ).
find out more
Memorandum Of Interest
A New Zealand-compliant preliminary document expressing formal interest in a business opportunity or property, setting the stage for potential negotiations and due diligence.
find out more
Memorandum Of Intent
A preliminary New Zealand law-governed document outlining parties' intentions and framework for future agreement negotiations, typically non-binding except for specific provisions.
find out more
Memorandum Of Acceptance
A New Zealand legal document formally acknowledging and accepting the terms of a previous offer or proposal, creating a binding agreement under NZ law.
find out more
Mou For Property Sharing
A New Zealand-compliant preliminary agreement outlining the framework for sharing property rights, responsibilities, and usage between multiple parties.
find out more
Memorandum Of Lease
A New Zealand law-governed document that establishes the terms and conditions of a property lease between landlord and tenant.
find out more
Memorandum Of Wishes
A New Zealand non-binding document providing guidance to trustees or executors about the settlor's/testator's wishes regarding asset management and distribution.
find out more
Mou For Investment In Business
A preliminary agreement document under New Zealand law outlining the framework and basic terms for a proposed business investment transaction.
find out more
Company Memorandum
A New Zealand legal document that establishes a company's fundamental rules and governance structure under the Companies Act 1993.
find out more
Memorandum Of Land Contract
A New Zealand legal document that formalizes and records the terms and conditions of a land sale agreement between parties, ensuring compliance with NZ property law.
find out more
Mou For Investment
A preliminary agreement under New Zealand law outlining proposed terms and conditions for a potential investment transaction, serving as a framework for negotiation and due diligence.
find out more
Memorandum Of Payment
A New Zealand legal document that formally records and structures payment arrangements between parties, including payment terms, conditions, and security arrangements.
find out more
Memorandum Of Understanding
A New Zealand-compliant framework document outlining mutual understanding and intended cooperation between parties, typically used as a precursor to formal agreements.
find out more
Loan Memorandum
A New Zealand law-governed document outlining the terms and conditions of a loan facility, including key financial terms, obligations, and regulatory requirements.
find out more
Office Memorandum
A formal internal communication document used in New Zealand organizations to convey official information, policies, or decisions to specific recipients within the organization.
find out more
Internal Memorandum
A formal internal communication document used in New Zealand organizations, compliant with local business standards and legislation.
find out more
Operating Memorandum
A New Zealand law-governed internal document that establishes operational procedures and governance mechanisms within an organization.
find out more
Interoffice Memorandum
A formal internal communication document used in New Zealand organizations to convey information, policies, or decisions between departments or employees.
find out more
Decision Memorandum
A formal document used in New Zealand's public and private sectors for structured decision-making processes, ensuring compliance with local governance requirements and maintaining proper documentation of organizational decisions.
find out more
Memorandum Of Contract
A New Zealand legal document that formally records and evidences the essential terms and conditions of an agreement between parties, commonly used in property and commercial transactions.
find out more
Private Placement Agreement
A New Zealand-governed agreement for private securities offerings to select investors, structured under local securities laws and exemptions.
find out more
Download our whitepaper on the future of AI in Legal
By providing your email address you are consenting to our Privacy Notice.
Genie’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; Genie’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
Our bank-grade security infrastructure undergoes regular external audits
We are ISO27001 certified, so your data is secure
Organizational security
You retain IP ownership of your documents
You have full control over your data and who gets to see it
Innovation in privacy:
Genie partnered with the Computational Privacy Department at Imperial College London
Together, we ran a £1 million research project on privacy and anonymity in legal contracts
Want to know more?
Visit our Trust Centre for more details and real-time security updates.
Read our Privacy Policy.