NEW ZEALAND Law and Practice Contributed by: Fiona Ashby, Luke Bowers, Daniel Erickson, Jessica Phillips, Natalie Foster, Shelley Slade-Gully, Tina Liu and Theresa Le Bas, Tompkins Wake
Investments Requiring Consent Consent is generally required for investments involv - ing an “overseas person” in the following categories. • For significant business assets: where the acquisi - tion involves consideration or assets valued over NZD100 million. Investors from countries covered by the Comprehensive and Progressive Agreement for Trans-Pacific Partnership (CPTPP) or from Aus - tralia may benefit from higher thresholds, reflecting New Zealand’s commitment to facilitating trade relationships. • Sensitive land: any acquisition of land classified as “sensitive” requires consent. This covers: (a) residential land; (b) land adjoining bodies of water (including coastal and marine areas and lakes); (c) land held for conservation purposes; (d) historical, cultural or heritage sites; (e) land associated with strategic infrastructure; and (f) rural land above a certain size threshold. • Fishing quotas: overseas investors must obtain consent to acquire fishing quotas, to ensure sus - tainable management of New Zealand’s marine resources. Separate to the consent regime, the government can exercise a “call-in” power to review certain transac - tions involving strategically important businesses, unless those transactions are pre-notified and cleared. Criteria for Consent Since March 2026, the primary consent pathway for most consent applications imposes a national inter - est risk assessment on the transaction. The OIO con - ducts an initial analysis to assess whether there may be a national interest risk and, if so, a more detailed assessment process is undertaken. If the OIO con - cludes that the transaction may be contrary to New Zealand’s national interest, the application is esca - lated to the Minister of Finance to determine. There are different consent pathways for investments in residential land and farm land, as noted below. For the notification and clearance regime involving stra - tegically important businesses, the OIO or Minister will assess if the transaction results in any national security or public order risks.
Specific Land Types Farm land must be advertised on the open market before a sale to an overseas person, unless exemp - tions apply. Overseas investors in farm land must sat - isfy an Investor Test (assessing character and capabil - ity) and the Benefit to New Zealand Test, under which they must show that the investment will deliver sig - nificant benefits, such as job creation, export growth or technological innovation. Acquisitions of residential land that is not otherwise sensitive may require meet - ing one of the following criteria: • committing to reside in New Zealand; • contributing to increased housing supply; • using the land for non-residential purposes; or • incidental residential use. 2.2 Procedure to Obtain Approval and Sanctions for Non-Compliance The Application Process The OIO application process involves providing detailed information about the investor and the pro - posed investment. The application process can be complex, but investors who seek expert advice can generally navigate it successfully. Processing Timeframes Under the primary consent pathway, most applica - tions will be determined within five to 15 working days of submission. If a full national interest assessment is required, a further 55 working day timeframe applies. For other types of consent application, the OIO has made significant improvements to its processing timeframes over the past couple of years, with aver - age decision times of between four weeks and four months, depending on the consent pathway. How - ever, for farm land acquisitions, consent applications should account for around five to six months’ pro - cessing time, and sometimes longer). Investors should factor these timeframes into their transaction planning to avoid being unable to complete within anticipated timelines. Sanctions for Non-Compliance The OIA establishes a mandatory consent regime. The notification regime for transactions involving strate - gically important businesses is mandatory in some circumstances. Completing a transaction that requires
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