Deregistration by the Registrar

When the Registrar must deregister a limited partnership

The Registrar is required to give public notice of their intention to deregister a limited partnership for any of the reasons outlined below.

When deregistration is required

The Registrar must deregister a limited partnership under the following circumstances:

  • The limited partnership does not meet the minimum requirements of having at least one New Zealand resident general partner (set out in section 8(4).
  • We have reasonable grounds to believe that the limited partnership is not carrying on business and there's no proper reason for the limited partnership to continue.
  • The limited partnership has failed to respond to a request from the Registrar to confirm information is correct, or to correct the information.
  • We have reasonable grounds to believe that the limited partnership, or one or more of its general partners, has failed to respond to a requirement made in relation to that or another limited partnership, in relation to disclosure of controllers.
  • We have reasonable grounds to believe that the limited partnership, or one or more of its general partners, has intentionally provided the Registrar with inaccurate information.
  • We have reasonable grounds to believe that the limited partnership, or one or more of its general partners, has failed to comply with duties relating to the limited partnership under this Act, in a persistent to serious way.

What happens next

The Registrar must give public notice of their intention to deregister a limited partnership

These advertisements are placed in the New Zealand Gazette and the News and Notices section of the Companies Office website, and they allow for a 20 working day objection period. A letter is sent to the limited partnership confirming the Registrar's intention to remove it from the register.

News and notices

Wait 20 working days to allow for any objections

Once the notice of intention to remove the limited partnership has been advertised, the public has 20 working days to object to the removal of the limited partnership.

Objecting to deregistration

Remove the limited partnership from the register

If there are no objections received within those 20 working days, then the limited partnership will be removed from the register.

All help topics

Getting started on the register 5 guides

About limited partnerships, the roles and responsibilities of general and limited partners, and how to set up your online services account.

Searching the Limited Partnerships Registers 2 guides

Find out how to search the registers for information about New Zealand and overseas limited partnerships, and their current status.

About limited partnerships 6 guides

Limited partnerships are registered under the Limited Partnerships Act 2008. The registers of limited partnerships and overseas limited partnerships are administered by the NZ Companies Office.

Registering a limited partnership 3 guides

To register a limited partnership you must complete the application process and pay the registration fee.

Keeping limited partnership details up to date 9 guides

Once you've registered your limited partnership, you'll need to maintain the registration by filing annual returns and keeping partnership name, partner and address details up to date.

Deregistering a limited partnership 4 guides

If a limited partnership is terminated, or you ask for it to be deregistered, you must notify us so it can be removed from the register. The Registrar can also choose to deregister limited partnerships.

Restoring a limited partnership 3 guides

You can apply to the Registrar to have your limited partnership restored to the register. You'll need to provide evidence to support your application.

Forms and fees for limited partnerships (NZ) 3 guides

Forms you'll need to register your limited partnership or keep details up to date, and a schedule of fees payable.

Managing your online account 7 guides

Your online services account allows you to update and manage personal and organisation information from your online dashboard.

Overseas limited partnerships 10 guides

Overseas limited partnerships must apply to register within 10 working days of commencing business in New Zealand, and must meet annual filing requirements to remain registered.