Set the ground rules for how your company is run

Default rules can be enough for some simple companies, but they may not reflect how the owners actually want the business to operate. A constitution lets you set clearer internal rules on matters such as director decision-making, shareholder approvals, pre-emptive rights on share transfers and meeting procedures. That can be particularly useful where there is more than one owner, outside investment is expected, or the founders want more structure around governance from the outset. It is about choosing your own framework rather than relying only on the statutory baseline.

A constitution commonly deals with the issue and transfer of shares, voting rights, director appointment and removal, board powers, shareholder meetings, notice requirements, dividend settings and procedures for passing resolutions. Some constitutions also include rules for different share classes or restrictions on how ownership can change. The exact content depends on the company structure and the level of control the parties want to record. The aim is to capture the practical governance settings that will matter once the company starts operating and growing.

The drafting usually turns on who owns the company, whether there are multiple directors, whether different shareholders will have different rights, and how formal the decision-making process needs to be. We also look at whether outside investors may come in later, whether share transfers should be restricted and whether there are any related governance documents already in place. Those details matter because a constitution for a sole-founder company can look very different from one for a business with several founders and planned investment rounds.

Sometimes a template is used as a starting point, but it may not deal well with the ownership and control issues that matter once a business has more than one stakeholder. Generic wording can leave gaps around director powers, transfer restrictions or voting thresholds, or include clauses that do not suit your actual structure. A tailored constitution is usually more useful where founders want clarity on how the company will be run and what happens if ownership changes. It can also sit more neatly alongside other governance documents.

Timing depends on how settled the governance position is at the start. If the ownership structure and key decision-making settings are already clear, the drafting process is usually more straightforward. If there are unresolved questions about share rights, board control or transfer restrictions, extra time may be needed to settle the instructions before the document is finalised. After drafting, there is a round of amendments to refine the wording. The fixed-fee covers the constitution work described on this page, not ongoing governance advice after completion.

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 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.