There is relatively little regulation of contracting in New Zealand. Parties are generally free to contract on their own terms. Contract law in New Zealand is largely made up of common law principles, subject to certain statutory parameters.
(a) certain statutory consumer protection measures will apply irrespective of the terms of the contract;
(b) credit contracts with consumers are regulated by the Credit Contracts and Consumer Finance Act 2003;
(c) certain contracts must be in writing (including those involving interests in land, employment, and mortgages);
(d) the Contract and Commercial Law Act 2017:
- (i) allows parties to cancel a contract for misrepresentation (in certain circumstances, and provided that the terms of the contract do not provide for their own cancellation regime), and gives the courts power to grant a wide variety of relief;
- (ii) allows the courts to grant relief in limited circumstances if a party can establish that it entered a contract due to a genuine mistake; and
- (iii) provides that a contract is generally unenforceable against a minor (being a person under the age of 18 years), but enables the Court to enquire into the fairness and reasonableness of the contract so entered into and make orders.
Contract law applies to overseas-owned entities in the same way as it applies to New Zealand entities, although overseas-owned entities may need to obtain consents necessary under the overseas investment rules to enter into certain contracts. There are no separate requirements for contracts involving New Zealand entities that are foreign owned. The governing law of a contract between an overseas-owned entity and a New Zealand entity will be determined by the terms of the contract, interpreted in light of the usual common law “conflict of laws” principles.