Extraordinary General Meeting Notice (New Zealand)
Companies Act 1993
NOTICE OF EXTRAORDINARY GENERAL MEETING
[Company Name]
Companies Office Registration Number: [Company Number]
Registered Office: [Registered Office]
Date of Notice: [Notice Date]
Notice is hereby given to all shareholders of [Company Name] that an Extraordinary General Meeting (EGM) of the Company will be held as follows:
Date: [Meeting Date]
Time: [Meeting Time]
Venue: [Meeting Venue]
This EGM is called in accordance with sections 120 and 121 of the Companies Act 1993.
PURPOSE OF MEETING
[EGM Purpose]
PROPOSED RESOLUTION
The following [Resolution Type] is proposed:
[Resolution Text]
BACKGROUND INFORMATION
[Background Summary]
Board Recommendation: [Board Recommendation]
PROXY VOTING
A shareholder entitled to attend and vote is entitled to appoint a proxy under section 146 of the Companies Act 1993. Proxy forms must be lodged by [Proxy Deadline].
For queries, contact [Contact Person] at [Contact Email].
By order of the Board
[Company Name]
Signature: ______________________________
Director / Company Secretary
Date: [Notice Date]
Director / Company Secretary
________________
Signature
What Is a Extraordinary General Meeting Notice (New Zealand)?
An Extraordinary General Meeting Notice in New Zealand records a formal company decision and the meeting at which it was made, in the form required for company records under the Companies Act 1993.
When Do You Need a Extraordinary General Meeting Notice (New Zealand)?
A Extraordinary General Meeting Notice is needed whenever parties in New Zealand wish to formalize their arrangement regarding business operations, corporate governance, and commercial transactions. There are numerous situations in which this document becomes essential for protecting the interests of all involved parties. In a business context, you may need a Extraordinary General Meeting Notice when entering into new commercial relationships, when formalizing existing arrangements that have previously been informal, when expanding your business operations, or when restructuring existing agreements. Companies registered with Companies Office should confirm proper documentation is maintained for all significant business transactions. You should also consider using a Extraordinary General Meeting Notice when there has been a change in circumstances that affects an existing arrangement, when you need to comply with new regulatory requirements, when you wish to update outdated documentation, or when professional advisors recommend formalizing certain aspects of your affairs. In New Zealand, maintaining current and accurate legal documentation is considered established standards and can help prevent costly disputes. It is generally advisable to prepare a Extraordinary General Meeting Notice before any issues arise, rather than trying to document terms after a dispute has already begun. Proactive documentation provides clarity and reduces the potential for misunderstandings. If you are unsure whether you need this document for your specific situation in New Zealand, consulting with a qualified legal professional can provide guidance tailored to your circumstances. The timing of executing a Extraordinary General Meeting Notice is also important. In New Zealand, certain documents must be executed before specific actions are taken or within prescribed time periods to be effective. Delaying the preparation of necessary legal documents can result in complications, lost rights, or additional costs. Therefore, it is recommended to prepare this document as early as possible once the need has been identified.
What to Include in Your Extraordinary General Meeting Notice (New Zealand)
A well-drafted Extraordinary General Meeting Notice for use in New Zealand should contain several essential elements to confirm it is legally effective and provides adequate protection for all parties. Party Identification: The document should clearly identify all parties involved, including their full legal names, addresses, and relevant identification numbers. For individuals in New Zealand, this may include identity card or passport numbers. For companies, registration numbers and registered addresses should be specified. Clear identification prevents disputes about who is bound by the agreement. Recitals and Background: The document should include background information explaining the context and purpose of the arrangement. This helps establish the parties' intentions and can be important in interpreting the terms of the document if any ambiguity arises later. The recitals section provides valuable context for the operative provisions that follow. Operative Terms: The core terms and conditions should be set out clearly and thoroughly. This includes the rights and obligations of each party, any conditions or prerequisites, the duration of the arrangement, and any limitations or restrictions. All key terms should be defined precisely to avoid ambiguity and potential disputes. Payment and Financial Terms: Where applicable, the document should specify any payments, fees, deposits, or other financial considerations. The amounts, currency (NZD), payment schedules, and methods of payment should be clearly stated. Any provisions for late payment, interest charges, or adjustments should also be included. Term and Termination: The document should specify its duration, including the start date, end date or conditions for expiry, and any provisions for renewal or extension. The circumstances under which either party may terminate the arrangement early should be clearly defined, along with any notice requirements and the consequences of termination. Dispute Resolution: The document should include provisions for resolving any disputes that may arise, such as negotiation, mediation, arbitration, or litigation. In New Zealand, parties may choose to specify the jurisdiction of New Zealand courts and the applicable law. Including a clear dispute resolution mechanism can save significant time and expense if disagreements occur. Governing Law and Jurisdiction: The document should specify that it is governed by the laws of New Zealand and that disputes shall be subject to the jurisdiction of New Zealand courts. This is particularly important in cross-border transactions or where parties are based in different jurisdictions. Signatures and Execution: The document must be properly signed by all parties or their authorised representatives. In New Zealand, certain documents may need to be witnessed, notarised, or executed as deeds to be legally effective. The date of execution should be clearly recorded, and each party should retain an original signed copy for their records. The forms-legal.com Extraordinary General Meeting Notice (New Zealand) provides a ready-to-use template that meets New Zealand legal requirements.
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Reference this free template in an article, syllabus, or research note:
Forms Legal. (2026). Extraordinary General Meeting Notice (New Zealand) (New Zealand) [Legal document template]. Forms Legal. https://forms-legal.com/new-zealand/business/corporate/extraordinary-general-meeting-notice-new-zealand
"Extraordinary General Meeting Notice (New Zealand) (New Zealand)." Forms Legal, 2026, https://forms-legal.com/new-zealand/business/corporate/extraordinary-general-meeting-notice-new-zealand.
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author = {{Forms Legal}},
title = {Extraordinary General Meeting Notice (New Zealand) (New Zealand)},
year = {2026},
howpublished = {\url{https://forms-legal.com/new-zealand/business/corporate/extraordinary-general-meeting-notice-new-zealand}},
note = {Free legal document template. Based on Companies Act 1993}
}Frequently Asked Questions
An Extraordinary General Meeting (EGM) is any general meeting of shareholders other than the annual general meeting. Under the Companies Act 1993, an EGM must be held when the board resolves to call one, or when shareholders holding at least 5% of the voting shares in the company give written notice to the board requisitioning a meeting under section 121 of the Companies Act 1993. An EGM is required to pass a special resolution, which requires 75% of the votes of shareholders entitled to vote. Special resolutions are required for: amending the company's constitution (s 32); approving a major transaction (s 129); approving a share buyback in certain circumstances; liquidating the company voluntarily under the Companies Act 1993; and certain other fundamental changes to the company. An EGM may be called by the directors at any time, and they must call one within 20 working days of receiving a valid shareholder requisition.
Under section 120 of the Companies Act 1993, at least 10 working days' notice of a meeting of shareholders must be given to every shareholder entitled to receive notice, every director, and every auditor. The notice must specify the time and place of the meeting and, for any special business, the general nature of that business. For a special resolution, the notice must set out the text of the proposed resolution and state that it is to be proposed as a special resolution. For a major transaction under section 129, the notice must include or be accompanied by information that is reasonably likely to enable shareholders to make an informed decision about the transaction. The Companies Act 1993 allows shorter notice if all shareholders entitled to attend and vote agree in writing. The 10-working-day period excludes the day of service and the day of the meeting.
A special resolution under the Companies Act 1993 is a resolution passed by 75% or more of the votes of shareholders entitled to vote and voting on the resolution. Special resolutions are required for fundamental changes to a company, including: amending or adopting a constitution (ss 32, 33); approving a major transaction under section 129 (which includes a transaction involving the acquisition or disposition of assets worth more than half the value of the company's assets before the transaction); voluntarily placing the company into liquidation; re-registering the company under a different structure; and altering shareholders' rights in certain circumstances. The 75% threshold is calculated based on the votes actually cast — shareholders who are present but abstain are not counted in the denominator unless the company's constitution provides otherwise. Written resolutions may be used in lieu of a meeting, but must be signed by shareholders holding at least 75% of the votes.
Yes. Under section 121 of the Companies Act 1993, shareholders holding at least 5% of the voting shares — or a lesser percentage specified in the constitution — may requisition the board to call a special meeting by signing a written notice that sets out the reason(s) for the meeting and any proposed resolution(s). Upon receiving a valid requisition, the board must call the meeting within 15 working days by issuing a notice of meeting in accordance with section 120. If the board fails to call the meeting within that period, the requisitioning shareholders may call the meeting themselves. The company must pay the reasonable expenses incurred by the shareholders in calling and holding the meeting if the board failed to do so after receiving a valid requisition. Shareholders may attend and vote at the meeting called pursuant to their requisition, and may propose the resolutions specified in the requisition notice.
A Extraordinary General Meeting Notice (New Zealand) does not legally require a lawyer in New Zealand, and individuals and businesses may draft and execute the document independently. The Companies Act 1993 does not mandate legal representation for the creation or signing of this type of document. However, seeking independent legal advice from a qualified New Zealand lawyer is recommended for transactions involving substantial financial value, complex regulatory requirements, or cross-border elements where multiple legal jurisdictions may apply. A lawyer can verify that the document complies with all applicable statutory requirements, identify potential risks specific to the transaction, and confirm that the terms adequately protect the interests of all parties involved. The High Court of New Zealand has jurisdiction over disputes arising from this type of document, and Companies Office may impose additional compliance obligations depending on the nature of the underlying transaction. Professional legal review is particularly advisable where the document will be submitted to government agencies or used as evidence in legal proceedings.
This template is provided for informational purposes only and does not constitute legal advice. Laws vary by jurisdiction and change over time. Consult a qualified attorney for advice specific to your situation.Full disclaimer
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