Steps for Establishing Shared Registry Services Company

1.

Determine whether to puruse tax exempt status for InternetNZ.

• Consider in conjunction with advisers as to whether objects of InternetNZ can meet charitable status requirements, and if so necessary changes (if any) to be made to constitution to effect this.

2.

Domainz pays fully imputed dividend to InternetNZ.

• Domainz passes appropriate resolutions;

• Prepares company and shareholder dividend statements for purposes of Tax Administration Act 1994;

• File ratio change declaration with IRD prior to dividend payment if non fully imputed dividend already paid in same financial year.

3.

Incorporate NewCo (SRS Limited).

• Consult with InternetNZ legal advisors;

• Determine mix of equity, debt/equity, debt/equity/preference shares.

4.

Attend to IRD administrative requirements for NewCo.

• Apply for IRD and GST numbers;

• Apply for GST group registration to include Domainz, NewCo and Internet NZ;

• Register NewCo with IRD as an employer and for withholding tax purposes (if appropriate, e.g., interest resident withholding tax, etc.).

• Set up stationery for tax invoices under new GST registration number;

• New employees to sign IR 330 declarations for PAYE purposes.

5.

Prepare contract/agreement between ccTLD and Authorised Registrars.

• InternetNZ legal advisors to prepare contract.

6.

Prepare contract/agreement between ccTLD and NewCo.

• InternetNZ and NewCo legal advisors to prepare contract.

7.

SRS Limited acquires DNS assets and transfers employees.

• Undertake valuation of DNS assets to determine market value for tax depreciation purposes;

• Determine nature of consideration (debt back -including terms and conditions - vs cash);

• Seek legal advice regarding ability to transfer employee contracts to NewCo and consider whether transfers gives rise to technical redundancies;

• Legal advisors to draft contract/agreement.