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New Zealand Act

Financial Reporting Act 2013

The Financial Reporting Act 2013 sets the common rules behind many New Zealand financial reporting and climate-related disclosure obligations.

In forceNew ZealandPlain-English guide7 practical checks

Plain-English explainers, not legal advice. Use the linked official source for section-level detail, and get advice for your situation.

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Quick read

  • The Financial Reporting Act 2013 is a framework law for New Zealand reporting obligations.
  • It does not tell every business to prepare the same accounts or file the same reports.

Likely relevant if

  • Companies, overseas companies, partnerships, trusts and other entities whose financial statements, group financial statements, reports or other information must comply with GAAP or non-GAAP standards under another New Zealand enactment
  • FMC reporting entities and climate reporting entities whose reporting duties connect to this Act through the Financial Markets Conduct Act 2013
  • Businesses and organisations that must appoint an auditor for financial statements prepared under another enactment

Check first

  • If another enactment requires your entity’s financial statements, group financial statements, reports, or other information to comply with GAAP or non-GAAP standards, prepare them in accordance with the applicable standards.
  • If your entity must have an audit, appoint an auditor who is qualified under the Act’s qualification rules.
  • If a body corporate is appointed or acts as auditor, it must ensure each engagement director is a qualified auditor.

What this Act actually does

The Financial Reporting Act 2013 is not a one-stop reporting code for every New Zealand business. Its purpose is to continue the External Reporting Board, provide for financial reporting standards, climate standards, and auditing and assurance standards, and set standard provisions that support reporting duties created by other enactments.

The Act itself explains that other laws, such as the Companies Act 1993 and the Financial Markets Conduct Act 2013, specify duties like keeping accounting records, preparing financial statements or group financial statements, having those statements audited, and lodging or distributing them. This Act supplies the common concepts and operating rules behind those duties.

That matters in practice because many businesses look only at their own governing statute and miss the framework rules sitting underneath it. If another enactment points your entity into formal reporting, this Act helps determine what your statements are, what standards apply, who can audit them, and how your reporting cycle works.

Practical sense check

  • Identify the enactment that creates the reporting duty
  • Check whether the duty is for entity financial statements, group financial statements, reports, or other information
  • Check whether the duty requires GAAP, non-GAAP standards, climate standards, or an audit
  • Do not assume internal management accounts satisfy a legal reporting requirement
  • Check whether your reporting process also needs to line up with filing or distribution duties under another law

Who is in scope

The Act uses a broad concept of a reporting entity. In general terms, that is an entity whose financial statements, group financial statements, reports, or other information must comply with or be prepared in accordance with GAAP or non-GAAP standards under an enactment. It also covers climate statements and group climate statements where another enactment creates that duty.

The definition of entity is wide. It includes companies, overseas companies, other bodies corporate, trusts, partnerships, associations of persons, schemes, funds, retirement villages, some societies, the Crown, Crown entities, and local authorities. For business owners, the key point is that legal structure matters. A company, trust, partnership, or overseas-owned structure may be caught differently depending on the linked law.

The Act also defines director broadly for different entity types. In a partnership, for example, a partner can be treated as the director for these purposes. That matters when the Act gives rights to auditors or places obligations on directors and employees to provide information.

Key points

  • Companies and overseas companies can be caught if another enactment requires formal financial statements
  • Partnerships and trusts can also be in scope if the linked law requires GAAP or non-GAAP reporting
  • Group structures matter because the Act separately defines group financial statements
  • Climate-related disclosure duties arise through the Financial Markets Conduct Act 2013, not from this Act alone
  • Different entity forms may have different people treated as the relevant director for compliance purposes

Standards, GAAP and the External Reporting Board

A central function of the Act is to support the External Reporting Board in issuing financial reporting standards, climate standards, auditing and assurance standards, and certain authoritative notices. The Act also defines generally accepted accounting practice and states that the obligation to comply with GAAP prevails.

In practical terms, if another enactment requires your entity to prepare financial statements in accordance with GAAP, you cannot simply choose an informal format that suits internal reporting. You need to identify the applicable financial reporting standard for your entity and accounting period and prepare the statements on that basis.

The same logic applies to audits and climate reporting. If your entity is in a reporting class that must comply with an applicable auditing and assurance standard or an applicable climate standard, the work needs to be planned around those standards from the start. Trying to retrofit compliance at year end usually creates delay, extra cost, and avoidable errors.

Practical sense check

  • Confirm whether GAAP or a non-GAAP standard applies
  • Identify the applicable financial reporting standard for the accounting period
  • Check whether the reporting duty is entity-only or group-wide
  • Check whether an applicable auditing and assurance standard will also apply
  • If climate reporting may apply, confirm whether the Financial Markets Conduct Act 2013 brings your entity into that regime

Auditors - who can act and what to verify

Part 2, Subpart 3 sets standard provisions about auditor qualifications. The Act defines a qualified auditor, gives the Registrar of Companies power to approve certain associations and auditors, and allows the Institute, accredited bodies, and approved associations to recognise some body corporates as eligible to act as auditors in certain cases.

The Act also deals with overseas legal structures, annual review of recognition, and appointment of partnerships by firm name. For a business owner, the practical point is simple: auditor appointment is not just an admin step. If your entity needs an audit, the person or firm must be properly qualified for that role under the Act.

If a body corporate is appointed or acts as auditor, it must ensure that each engagement director is a qualified auditor. The Act also creates offences for an unqualified auditor acting and for holding out as qualified or approved when that is not true. That makes upfront verification important, especially for a first statutory audit or when changing audit providers.

Key points

  • Check the proposed auditor’s qualification status before appointment
  • If a body corporate is acting, confirm the engagement director is a qualified auditor
  • If the auditor relies on approval or recognition, make sure that approval is current
  • Be careful with overseas-linked audit structures because extra recognition rules may apply
  • Keep a record of the checks made before the board or owners approve the appointment

Auditor access to records and explanations

Where the Act applies to a specified entity with an auditor, the auditor has strong access rights. The entity must ensure the auditor has access at all times to the accounting records and other documents of the entity. Directors and employees may also be required to provide the information and explanations the auditor thinks necessary to perform the audit.

This is a practical compliance issue, not just a courtesy issue. If records are incomplete, scattered across systems, or held only in personal inboxes, the audit can slow down quickly. That can increase cost, create pressure around signing deadlines, and expose directors and staff to unnecessary risk.

The safest approach is to run an audit-ready records process throughout the year. Keep accounting records current, store supporting documents so they can be retrieved quickly, and make sure staff know who handles auditor requests and when issues need to be escalated.

Documents to keep in order

  • Keep accounting records organised and up to date
  • Store contracts, loan documents, reconciliations, and board papers where they can be produced quickly
  • Nominate internal contacts for audit requests
  • Make sure directors and key staff understand they may need to provide explanations directly
  • Treat auditor information requests as formal compliance requests, even if they arrive by email or in a meeting

Balance dates and accounting periods

The Act sets standard balance date rules, but they matter only where another enactment uses this Act’s balance date concept or where the Act otherwise applies to the reporting arrangement. Section 41 gives the meaning of balance date, and the interpretation section also recognises special rules for charitable entities and for entities affected by another Act that specifies or defines a financial year.

The default balance date is the close of 31 March, unless the directors adopt another date with the approval of the Commissioner of Inland Revenue. The Act also says a specified entity must have a balance date in each calendar year, subject to limited flexibility for a newly formed or incorporated entity and for approved changes.

If an entity changes its balance date, the period between any two balance dates must not exceed 15 months, and Inland Revenue approval must be obtained before the change is made. Some entities will instead follow a balance date or financial year fixed by another Act, so always check the governing legislation before making a change.

Key points

  • Default balance date under this framework is 31 March
  • Another date can be adopted with Inland Revenue approval
  • A specified entity must generally have a balance date in each calendar year
  • A newly formed or incorporated entity may have its first balance date in the following calendar year if it is no later than 15 months after formation or incorporation
  • The period between two balance dates must not exceed 15 months

The meaning of large and how to use it carefully

The Act includes a definition of large in section 45 for the purposes of enactments that refer to that definition. This can be an important trigger point because another law may use the large-entity concept to decide whether extra reporting or audit obligations apply.

Businesses should use this part carefully. The Act has been amended so that sections 45 and 46, as in force after the relevant 2025 commencement date, apply to accounting periods that commence on or after that commencement date. Earlier versions continue to apply to accounting periods that commenced before then.

In practice, do not rely on old threshold figures or assumptions copied from earlier guidance. Before using the large-entity concept, check whether the law applying to your entity actually refers to section 45, confirm which version applies to your accounting period, and then review the current section text for that period.

Practical sense check

  • Check whether the enactment applying to your entity uses this Act’s definition of large
  • Check when your accounting period commenced
  • Confirm whether the pre-change or post-change version of section 45 applies
  • Review the current section 45 text before relying on any threshold figures
  • Reassess after growth, acquisitions, disposals, or restructuring

A practical compliance workflow

If your business may be in a reporting class, treat financial reporting as a legal compliance workflow as well as an accounting task. Start by mapping the entity structure, the enactment that creates the duty, the standards that apply, whether group reporting is required, whether an audit is required, and what balance date rules apply.

Then build the year-end process around that map. Make sure the board or owners know what must be approved, make sure the finance team knows what records need to be retained, and make sure the auditor is appointed early enough for planning and fieldwork. This is especially important when the business is changing.

New investors, overseas ownership, a parent-subsidiary structure, a first mandatory audit, or a move into a regulated market can all change the reporting position. The earlier you identify the trigger, the easier it is to avoid a rushed year-end process and expensive clean-up work.

Key takeaways

  • Start with the enactment that creates the reporting duty
  • Confirm whether your entity needs entity-only or group financial statements
  • Use the applicable standards from the start, not as a late conversion exercise
  • Verify auditor qualification before appointment
  • Keep records organised so the auditor can access them promptly
  • Check balance date rules before changing your reporting cycle
  • Do not rely on old large-entity thresholds without checking the current law for your accounting period

Common questions

Does this Act mean every business in New Zealand must prepare GAAP financial statements?

No. This Act does not impose a universal reporting duty on every business. It provides common rules used by other enactments. You first need to check whether another law requires your entity’s financial statements, group financial statements, reports, or other information to comply with GAAP or non-GAAP standards.

What is a reporting entity under this Act?

Broadly, it is an entity whose financial statements, group financial statements, reports, or other information must comply with or be prepared in accordance with GAAP or non-GAAP standards under an enactment. The definition also extends to climate statements and group climate statements where another enactment creates that duty.

Can I appoint any accountant as auditor?

No. If your entity needs an audit, the auditor must be qualified under the Act’s qualification rules. The Act also allows some body corporates to act as auditors in certain cases, but they must ensure each engagement director is a qualified auditor.

What records must be given to the auditor?

A specified entity must ensure the auditor has access at all times to the accounting records and other documents of the entity. Directors and employees must also provide the information and explanations the auditor requires for the audit.

Do the balance date rules always apply to my business?

Not always. The balance date rules matter where another enactment uses this Act’s balance date concept or where the Act otherwise applies to your reporting setup. The Act sets a default of 31 March, allows another date with Inland Revenue approval, and recognises that some entities are governed by another Act that fixes the balance date or financial year.

Can I rely on this Act alone to work out whether my business is large?

Not safely. You need to check both whether the law applying to your entity refers to this Act’s definition and what version of section 45 applies to your accounting period. The definition was amended in 2025, and transitional rules apply depending on when the accounting period commenced.

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