NEW ZEALAND Trends and Developments Contributed by: Brent Wicks, Violet Yu, Jonathon Russell and Sandy Chen, Cone Marshall Limited
the growth category, but also investments in property developments whether new or existing, other listed equities or philanthropy. The new changes to the investment categories have reduced the minimum investment amount and allowed more investment options. Anti-Money Laundering and Countering Financing of Terrorism Act (AML/CFT Act) 2009 A review of the AML/CFT Act was conducted to assess how it had performed since 2017. The review aimed to consider changes to increase practicability where possible and to close loopholes. The changes were implemented in four phases, the third and final phases being implemented on 1 June 2025. To take on a practical approach, the legislation is loosening certain requirements, including the removal of mandatory enhanced customer due diligence on low-risk trusts if the reporting entity is satisfied that verifying certain information would not mitigate risks identified from conducting standard customer due diligence. An explicit ban is introduced on international wire transfers that lack certain information, including information about the beneficiary of the transfer, as a measure to close loopholes in the processes imposed by the legislation. Failure to submit a suspicious activity report, failure to submit an annual report and failures in risk assess - ments will be included as civil liabilities. There are also several definition and terminology changes as the previous definitions were unclear, outdated or not fit for purpose. Incorporated Societies The Incorporated Societies Act 2022 is the amend - ment of the previous 1908 Act. The 2022 Act took effect on 5 October 2023, requiring every incorporat - ed society in the New Zealand registry to review and update their constitution and register under the 2022 Act before 1 April 2026. The purpose of the change and replacement is to modernise the legislative frame - work and promote high-quality self-governance for incorporated societies.
All existing incorporated societies are required to re- register with a constitution that is compliant with the 2022 Act. Any new incorporated societies must be registered under the 2022 Act. The 2022 Act introduced various new requirements, including a governing body which is a committee sep - arate from the members of the incorporated society. The committee must hold positions to exercise signifi - cant influence over the management and administra - tion of the incorporated society. Officers of the society are bound by duties that are modelled on directors’ duties in the Companies Act 1993, including the fol - lowing obligations: • to act in good faith; • to act in the best interests of the society; and • to exercise reasonable care and diligence. The 2022 Act requires all societies to have clear pro - cedures for managing internal disputes in a way that is consistent with rules of natural justice. Such pro - cedures must be documented in the society’s consti - tution. The 2022 Act provided a schedule of sample wording which incorporated societies can choose to include in their constitution; alternatively, the incorpo - rated societies are free to implement their own pro - cedures. Many existing incorporated societies in New Zealand are currently going through the process of review, amendment of constitution and preparation for re- registration. Digital Assets The government has expressed support and encour - agement for New Zealand to be ready to deal with dig - ital assets and the utilisation of blockchain technology. New Zealand’s Finance and Expenditure Committee made a report in 2023 with recommendations to help grow the digital assets sector which the government has also responded to. The report includes recommendations that the gov - ernment should adopt policies to encourage develop - ment of digital assets and blockchain in New Zealand, and to carefully design and implement a regulatory framework to address the risks of digital assets.
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