Business Set Up
Get a special purpose company constitution drafted for the job it needs to do
Need a constitution for a special purpose company in New Zealand? Get fixed-fee legal drafting for purpose-specific governance rules.
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What's included
What goes into a special purpose company constitution
Need a constitution for a special purpose company in New Zealand? Get fixed-fee legal drafting for purpose-specific governance rules.
- Consultation with a New Zealand business lawyer
- Drafting of a special purpose company constitution
- Review of the company's objectives and intended use
- Clauses dealing with governance and decision-making settings
- Consideration of shareholder and director arrangements where relevant
Project
Special Purpose Company Constitution
Status
CompletePrepared by
Alex Solo
Senior Lawyer

FAQs
Frequently asked questions
Unsure about how we work? We have gathered the most common questions for your convenience.
It is usually worth having when the company is not operating as a standard trading company and instead has a defined role, such as holding assets, acting in a trustee capacity, or being used for a single project or investment structure. In those situations, a generic constitution may not deal well with restricted activities, approval thresholds, or the way control is meant to work. A tailored constitution can record those rules more clearly and help the company operate in line with its intended purpose from the outset.
That depends on how the company is meant to operate, but common areas include the company's purpose, limits on activities, director powers, shareholder decision-making, transfer restrictions, and rules about how key approvals are handled. Some constitutions also deal with appointment rights or special voting positions where the structure calls for it. The goal is to make the internal rulebook fit the company's actual role, rather than relying on a broad form document that may leave important governance points unclear.
The drafting usually turns on the company's intended function, who will own or control it, whether there are multiple stakeholders, and whether any existing agreements need to line up with the constitution. For example, a vehicle holding assets for a wider group may need different approval mechanics from a company set up for a single venture. If there is already a shareholders agreement, trust structure, or financing arrangement in the background, that context can affect how the constitution should be framed.
A template may be enough for a very simple company, but it often misses the points that matter when the company has a special role. The risk is not just poor wording. It is that the document may stay silent on restrictions, control settings, or approval processes that are central to how the company is supposed to function. If the company is being used for a project, asset holding arrangement, or other defined purpose, a custom constitution is usually the safer option because it can reflect that structure more accurately.
The fixed-fee is for the constitution drafting work described on this page. It is not a full company formation or ongoing governance retainer. That means we can draft the constitution and address the legal issues tied to that document, but ongoing representation, open-ended strategic advice, or wider transaction support would need to be scoped separately. It also does not include tax advice. If your matter involves a broader restructure or multiple related documents, we can let you know what additional work may be appropriate.
Just submit an enquiry via this page or click the 'get started' button on our website to submit an enquiry. After you've submitted an enquiry, one of our legal consultants will review your enquiry within 1 business day and get in touch to get a better idea of exactly what you are looking for.
Then your legal consultant will send through an email with a bit more information about the services you need, along with a fixed fee quote setting out costs, scope of the service and timing. Have a read through it, and if you're happy with the scope, you can accept and sign our engagement letter online - easy!
Once you've formally accepted, we'll connect you with a specialist lawyer and they will work with you to complete your project. They will contact you by email or phone if they need to get in touch.
Sprintlaw works on fixed-fee pricing wherever possible, so you can review the scope and cost before you decide whether to proceed. For the Special Purpose Company Constitution service, pricing starts from $900.00.
After you enquire, a legal consultant will confirm what is included, the expected timing and whether any extra work is needed before you engage us.
We operate completely online, which means we can help you wherever you are in New Zealand. We have office spaces in Sydney, and in Melbourne, but our use of technology allows our team members to work remotely from around the world. Our legal team are mostly based in Sydney, Melbourne, Brisbane and Perth. We also have a London office for Sprintlaw UK.
Our legal team is made up of experienced lawyers, who are specialists in various areas of law and hold an Australian legal practising certificate. None of our Sprintlaw lawyers are New Zealand qualified lawyers and they do not currently hold a New Zealand practising certificate.
They provide legal services working remotely from Australia via our 'legal consultancy' model, through which (under section 6 and section 35 of the New Zealand Lawyers and Conveyancers Act 2006) our Australian legal team are permitted to provide legal services to New Zealand businesses provided they do not provide services in certain 'reserved' areas of law. You can read our FAQ page to learn a bit more about our 'legal consultancy' model.
Given the strong similarities between Australian and New Zealand law, and the areas of law in which we practice (being small business and startup law), we do not view the fact that our lawyers have not qualified in New Zealand as having any substantive impact on the quality of our service. We are committed to ensuring that we provide high quality, affordable legal services to all our New Zealand clients.
Our legal team have all trained at leading firms, but have left the traditional corporate law world to join us on our mission to create a new and better way of delivering legal services. They have specialist expertise in technology law, intellectual property law, contract drafting and review, corporate law and commercial law.
From quote to delivery in three simple steps
Getting quality legal help for your business has never been easier or more affordable.
Get a free quote
Our legally trained consultants will prepare a fixed-fee quote for you.
Accept online
Accept your fixed-fee quote and e-sign our engagement letter.
Speak with a lawyer
Our expert lawyers will talk you through your project via phone, video call or whatever suits.
Get a free quote
Our legally trained consultants will prepare a fixed-fee quote for you.
Accept online
Accept your fixed-fee quote and e-sign our engagement letter.
Speak with a lawyer
Our expert lawyers will talk you through your project via phone, video call or whatever suits.
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