NEW ZEALAND Law and Practice Contributed by: Christopher Young, MinterEllisonRuddWatts
9.3 Foreign Currency Controls In New Zealand, there are no specific foreign cur - rency laws or regulations (such as exchange control restrictions) in relation to payment of franchise fees. However, foreign currency payments are controlled through related legislation, including: • United Nations Security Council sanctions – viola - tions can result in severe penalties, including fines and imprisonment, as well as commercial and reputational damage; • the Anti-Money Laundering and Countering Financing of Terrorism Act 2009, which imposes obligations on certain entities (including financial institutions, lawyers, accountants and real estate agents) to have in place procedures and processes to detect, deter, manage and mitigate money laun - dering and the financing of terrorism; and • a range of import tariffs, taxes and charges, which may apply depending on the relevant business area. See 9.1 Restrictions or Limits on Franchisee Fees and Royalties . 10. Execution Formalities 10.1 Authentication, Notarisation, Witnessing, Etc There are no formalities specific to franchise agree - ments, though normal New Zealand contract law requirements apply, including the need for legal con - sideration, as well as issues if there is past considera - tion. Otherwise, under New Zealand law, the franchise agreement can be executed as a deed. Generally: • authentication and notarisation of documents is not required under New Zealand law; • if the franchise agreement is executed as a deed, it will need to comply with the formalities for execu - tion of a deed under New Zealand law; and • companies will need to execute the agreement in accordance with their constitution.
10.2 Electronic Signatures Under New Zealand law, electronic signatures may be used to execute a franchise agreement, provided certain conditions are met. Specifically, the electronic signature must: • sufficiently identify the signatory and clearly indi - cate their approval of the relevant information; and • be appropriately reliable given the purpose and context in which the signature is required, as out - lined in Section 226 of the Contract and Commer - cial Law Act 2017. To avoid ambiguity, the franchise agreement should include a clause confirming that electronic signatures are acceptable. 10.3 Stamp Duties There are no document taxes or stamp duties in New Zealand.
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