Appendix 15 - Criteria for managed funds and direct investments

1. Invest New Zealand (Invest NZ) maintains a list of acceptable managed funds in accordance with the criteria set out below.
2. Invest NZ will determine if an investment into a New Zealand resident entity is a direct investment in accordance with the criteria set out below.
3. A business immigration specialist should rely on:
   1. the list of acceptable managed funds maintained by Invest NZ as evidence of whether or not the managed fund is an acceptable investment under managed funds (see BN7.10.10); and
   2. a letter from Invest NZ as evidence of an acceptable direct investment (see BN7.10.15), for either:
      • investment in an Investee Entity; or
      • investment in acceptable listed equities as a Wholesale Investor.

Note: Invest NZ may suspend or revoke a managed fund and/or direct investment’s acceptable investment status if in its reasonable opinion the investment opportunity no longer meets the acceptability criteria or where there is a material risk the managed fund or direct investment will no longer meet the acceptability criteria set out in immigration instructions (BN7.10 and Appendix 15).

Definitions

1. Unless the context requires otherwise:

Entity means any company, limited partnership, body corporate or other similar entity wherever formed or established.

Financial Product has the meaning given to that term in the FMCA.

FMCA means the Financial Markets Conduct Act 2013.

Growth Asset means an asset that carries higher risk and targets higher rates of return than assets that are typically held for capital preservation or income-generation (including but not limited to bonds and term deposits). The classification of an asset as a growth asset shall be made having regard to the nature and risk profile of the asset and its expected returns relative to income assets or assets held for capital preservation and whether it is an asset that is of a nature that is commonly referred to in the financial markets as a growth asset.

Investee Entity means a body corporate that:

1. is a New Zealand Resident Entity; and
2. is not listed on any securities exchange or stock exchange.

Managed Investment Scheme has the meaning given to that term in the FMCA.

Managed Investment Product has the meaning given to that term in the FMCA.

Net Committed Capital means the total funds committed to the Managed Investment Scheme, minus the anticipated fees, obligations, expenses and liabilities to be incurred by the relevant Managed Investment Scheme.

New Zealand Entity means an Entity which (itself and/or through any of its subsidiaries, as the case may be), at or immediately following the time of initial investment, has:

1. the majority of its full-time employees and independent contractors (by number) in New Zealand or the main operations based in New Zealand; and
2. one or more of the following:
   1.  its shareholder (or equivalent) voting control held by one or more New Zealand residents (as defined for tax purposes); or
   2.  New Zealand residents (as defined for tax purposes) as the majority of its senior leadership team; or
   3. its headquarters in New Zealand.

New Zealand Resident Entity has the meaning given to that term in BN7.10.20 of the Immigration New Zealand Instructions for the Active Investor Plus visa.

Objective means the objective of the Active Investor Plus visa as set out in BN1 of the Immigration New Zealand Instructions for the Active Investor Plus visa.

Principles means the principles for assessing whether direct investments or managed funds are acceptable investments, being investments that, in Invest NZ’s view:

1. clearly contribute to the Government’s economic strategy; and
2. will deliver economic and other positive impacts for New Zealand (either as direct investments or through a managed fund); and
3. are invested into one of the following businesses or projects;
   1. businesses whose business model does not involve acquisition or ownership of property; or
   2. businesses or projects that depend on property to deliver their business model, including but not limited to any of the following sectors*:
   • technology;
   • manufacturing;
   • food and beverage;
   • renewable energy;
   • aged care;
   • primary sector such as horticulture (including post-harvest infrastructure), forestry, agriculture, or aquaculture; or
   • infrastructure (including tourism, transport, digital, health, education and public infrastructure).

*Invest NZ may consider the inclusion of businesses or projects that sit in other sectors that, in Invest NZ's view, add value to the New Zealand economy. For the avoidance of doubt, investments into pure property assets or projects other than infrastructure (for example: commercial, residential or industrial real estate) do not meet the Principles and will not be considered acceptable investments under the Growth Category (managed funds or direct investments).

1. are invested into legitimate Investee Entities or managed funds and proper verification is conducted to ensure this¹ ;and
2. do not prejudice New Zealand’s reputation as a responsible member of the world community².

Wholesale Investor has the meaning given to it in the FMCA.

¹For the avoidance of doubt, this is not a test of the Investee Entity or managed fund’s financial health and growth potential, which is for the principal applicant to ascertain.

²A list will be published by Invest NZ (and updated from time to time) of business activities that may prejudice New Zealand’s reputation as a responsible member of the world community.

Managed funds

Criteria for acceptable managed funds

2. A Managed Investment Scheme is an acceptable managed fund if Invest NZ is of the view that:

2.1 it is managed by a fund manager and/or general partner that is appropriately registered and is a New Zealand Resident Entity;

2.1A the Managed Investment Scheme has a deployment plan that is consistent with any statement of investment policy and objectives, which may be updated by notice to Invest NZ from time to time;

2.2 it will hold or invest funds on the principal applicant’s behalf in New Zealand and in New Zealand dollars;

2.3 it invests:

• wholly or substantially in New Zealand Entities; and/or
• in other managed funds that meet the criteria in paragraph 2.1 to 2.4 of this Appendix (whether or not such managed funds have applied to be acceptable managed funds),

provided that, in each case, the relevant investments:

• meet the Objective and Principles;
• are not quoted on any securities exchange or stock exchange; and
• are predominantly in Growth Assets.

For the purposes of this provision, "invests substantially in New Zealand Entities" means where a minimum of 70% of the initial Net Committed Capital made available to the Managed Investment Scheme that is not allocated for investment in managed funds is allocated for investment in New Zealand Entities;

2.3A the deployment plan and any statement of investment policy and objectives are consistent with the requirements of paragraph 2.3 of this Appendix; and

2.4 it otherwise meets the Objective and Principles.

Stand-down period for declined or revoked applications

3. A six-month stand-down period, during which no reapplication may be made, will apply to Managed Investment Schemes that have been declined or revoked by Invest NZ as an acceptable managed fund, starting from the date that the decline or revocation is communicated to the managed fund.

Managed funds list, Temporary Suspension and Revocation

4. Invest NZ will from time to time publish a list of acceptable managed funds.

4.1 Invest NZ may, at any time and at its discretion, temporarily suspend the acceptable investment status of an acceptable managed fund, if it has reasonable grounds for concern that one or more of the grounds in clause 4.3 apply.

4.1A Suspension may take effect immediately and without prior notice or consultation if Invest NZ considers this necessary or appropriate, having regard to the nature of the concern, the integrity or reputation of the Active Investor Plus programme, or the Objective.

4.1B suspension may apply for up to three months at a time, or until an assessment concerning the managed fund (or its manager or supervisor), and consultation with the managed fund is completed, and a subsequent decision is made by Invest NZ to lift the suspension or to revoke the acceptable investment status of an acceptable managed fund in accordance with clause 4.2, whichever occurs first.

4.2 Invest NZ may immediately revoke the acceptable investment status of an acceptable managed fund if, following an assessment concerning the managed fund (or its manager or supervisor), and consultation with the managed fund, it determines that one or more of the grounds in clause 4.3 apply.

4.3 The grounds for suspension or revocation are that:

• the managed fund no longer meets, or there is a material risk it will no longer meet, the acceptability criteria set out in BN7.10 or Appendix 15; or
• any information provided to Invest NZ by or on behalf of the managed fund (whether as part of its application or at any time afterwards) is, or has become incomplete, inaccurate, misleading; or
• there has been a material change in the circumstances of the managed fund (or its manager or supervisor) relevant to the acceptability criteria set out in BN7.10 or Appendix 15 that has not been notified to Invest NZ within any required timeframe; or
• there are reasonable grounds for concern relating to the regulatory compliance, governance, or integrity of the managed fund, its manager or supervisor, or the reputation of the Active Investor Plus programme; or
• the continued listing of the managed fund as an acceptable managed fund would, or would be likely to, materially impair the Objective; or
• the managed fund’s Net Committed Capital has not been deployed in a manner substantially consistent with, and to the extent contemplated by, the managed fund’s deployment plan and any statement of investment policy and objectives within the first 12 months following the date on which the managed fund was included on the acceptable managed fund list, unless, in Invest NZ’s reasonable opinion, there are circumstances justifying the delay in deployment.

4.4 Upon a temporary suspension or revocation, the managed fund will be removed from the list of acceptable managed funds. In the case of a temporary suspension, the removal applies for the duration of the suspension. In the case of revocation, the managed fund may re-apply to be included on the acceptable managed fund list maintained by Invest NZ after the mandatory stand-down period noted in clause 3.

4.5 Invest NZ must notify the managed fund in writing of any temporary suspension or revocation as soon as reasonably practicable, including the date that such temporary suspension or revocation takes (or took) effect. Invest NZ is not required to provide reasons for the temporary suspension or revocation when it notifies the managed fund of the decision.

Note: Where a managed fund is removed from the list of acceptable managed funds due to a temporary suspension, it will not be regarded as an acceptable investment for applications made while the managed fund is not on the list of acceptable managed funds. However, this does not affect the status of investments already made in that managed fund prior to its removal from the list of acceptable managed funds, which may continue to be treated as acceptable investments in line with BN7.10.10(d).

Direct investments

Criteria for acceptable direct investments

5. An investment in listed equities that is considered an acceptable investment under BN7.10.15(a)(i) of the Immigration New Zealand Instructions for the Active Investor Plus visa is an acceptable direct investment if Invest NZ is of the view that:

5.1 there is a separate wholesale offer in respect of the investment through which the principal applicant (or a trustee or nominee to the extent permitted by BN7.10.15(a)(iii)) will invest as a Wholesale Investor; and

5.2 the investment is an acceptable direct investment, and Invest NZ confirms this in writing prior to an investment being made by a principal applicant.

6. An Investee Entity is an acceptable direct investment if Invest NZ confirms in writing prior to investment that it is of the view:

6.1 that the Investee Entity has previously received capital, or has genuine investment interest from:

• an acceptable managed fund; and/or
• a third party Wholesale Investor that is appropriately registered; and/or
• a principal applicant; and

6.1A that the investment in the Investee Entity will be a Growth Asset;

6.2 that the investment is otherwise acceptable as a direct investment.

7. In exercising its discretion under paragraphs 5 and 6, Invest NZ must have regard to:

7.1 whether economic and other positive impacts to the New Zealand economy will flow directly from the direct investment, through increases in economic output and may also take into consideration any of the following factors:

• creation or saving of jobs; or
• increases in productivity and/or productive assets; or
• investment into intangible assets (e.g. research and development or other intellectual property); or
• other economic, social or environmental impacts;

7.2 where the direct investment relates to a "start-up" entity or "greenfield" project, whether evidence of market validation, feasibility or other reasonable diligence has been provided, including (but not limited to):

• milestones from inception to the start-up or greenfield project being commercialised; and
• details of work undertaken in relation to technical, research and development, economic, market, legal and regulatory aspects of the start-up or greenfield project; and

7.3 whether the direct investment otherwise meets the Objective and Principles.

Temporary Suspension and Revocation

8. Invest NZ may, at any time and at its discretion, temporarily suspend the acceptable investment status of a direct investment, if it has reasonable grounds for concern that one or more of the grounds in clause 8.3 apply.

8.1 Suspension may take effect immediately and without prior notice or consultation if Invest NZ considers this necessary or appropriate, having regard to the nature of the concern, the integrity or reputation of the Active Investor Plus programme, or the Objective.

8.1A suspension may apply for up to three months at a time, or until an assessment concerning the direct investment and consultation with the Investee Entity is completed, and a subsequent decision is made by Invest NZ to lift the suspension or to revoke the acceptable investment status of a direct investment in accordance with clause 8.2, whichever occurs first.

8.2 Invest NZ may immediately revoke the acceptable investment status of a direct investment if, following an assessment concerning the direct investment, and consultation with the Investee Entity, it determines that one or more of the grounds in clause 8.3 apply.

8.3 The grounds for suspension or revocation are that:

• the Investee Entity no longer meets, or there is a material risk it will no longer meet, the acceptability criteria set out in BN7.10 or Appendix 15; or
• any information provided to Invest NZ by or on behalf of the Investee Entity (whether as part of its application or at any time afterwards) is, or has become incomplete, inaccurate, misleading; or
• there has been a material change in the circumstances of the Investee Entity relevant to the acceptability criteria set out in BN7.10 or Appendix 15 that has not been notified to Invest NZ in accordance with its mandatory disclosure requirements; or
• there are reasonable grounds for concern relating to the regulatory compliance, governance, or integrity of the Investee Entity, or the reputation of the Active Investor Plus programme; or

8.4 Upon a temporary suspension or revocation, the Investee Entity’s acceptable investment letter of confirmation will no longer be valid. In the case of a temporary suspension, the Investee Entity’s acceptable investment letter of confirmation will be invalid for the duration of the suspension. In the case of revocation, the Investee Entity may re-apply to be considered an acceptable direct investment after the stand-down period noted in clause 9 below.

8.5 Invest NZ must notify the Investee Entity in writing of any temporary suspension or revocation, including the date such temporary suspension or revocation takes effect, as soon as reasonably practicable after the decision takes effect. Invest NZ is not required to provide reasons for the temporary suspension or revocation when it notifies the Investee Entity of the decision.

Note: Where a direct investment is subject to a temporary suspension, it will not be regarded as an acceptable investment for applications made during the period of suspension. However, this does not affect the status of investments already made in that direct investment, which may continue to be treated as acceptable investments in line with BN7.10.15(d).

Stand-down period for declined or revoked applications

9. A six-month stand-down period, during which no reapplication may be made, will apply to Investee Entities that have been declined or revoked by Invest NZ as an acceptable direct investment, starting from the date that the decline or revocation is communicated to the Investee Entity.

Effective 28/09/2026