How to Invest in U.S. Real Estate from New Zealand
Who can invest from New Zealand under local rules, how money leaves the country, and how the income is taxed on both sides. General information for residents of New Zealand.
Not available to residents of New Zealand today. This page is not an offer, invitation or solicitation. It explains the rules that apply if you want to invest in U.S. real estate from New Zealand.
11 min read
Private real estate investments are illiquid, are normally held for several years and can lose capital, and distributions are never guaranteed. The Financial Markets Authority has not approved or reviewed this page. Thresholds and tax rates reflect our understanding as at November 2026, may change, and are not legal, tax or investment advice.
Usually yes, if you meet New Zealand's investor test for private offerings. A New Zealand resident who meets a wholesale investor test under the Financial Markets Conduct Act can invest in income-producing U.S. real estate without a U.S. visa, by sending funds from a New Zealand bank and subscribing for shares in a U.S. corporation that owns the property through a property-specific LLC.
New Zealand has no exchange controls, no cap on overseas investment and no approval step, so the money's path is open. The gate on this route is who you are.
The New Zealand dollar floats against the U.S. dollar. Your bank converts at its rate on the day, distributions reach you in U.S. dollars, and your New Zealand-dollar outcome moves with the exchange rate.
01 · Eligibility
Who can be offered private U.S. real estate investments in New Zealand?
Two tests apply at once: the wholesale investor tests in Schedule 1 of the Financial Markets Conduct Act 2013, which decide what may be offered to you, and the SEC Regulation S requirement that you are not a U.S. person.
✓Who qualifies under local rules
- Investors who meet the investment activity criteria (Schedule 1 clause 38): a portfolio of specified financial products of at least NZ$1 million, or acquisitions of them of at least NZ$1 million, in the last two years, or qualifying experience in an investment business
- Large investors whose net assets or consolidated turnover exceeded NZ$5 million at the end of each of the last two financial years (clause 39)
- Eligible investors who certify their investment experience, confirmed in writing by a lawyer, qualified statutory accountant or financial adviser not associated with the offeror (clause 41)
- Investors subscribing at least NZ$750,000 to a single offering, with the prescribed warning and a signed acknowledgement (clause 3(3)(b)(i))
- Non-U.S. persons only, subscribing in offshore transactions under SEC Regulation S
×Who usually does not
- U.S. persons, who invest under different U.S. rules
- Retail investors who meet none of the wholesale tests. New Zealand law does not allow this offer to be made to them
- Anyone who cannot complete KYC with a passport or driver licence, an IRD number and proof of New Zealand address
- Anyone who may need this capital back within one to two years
If you are resident in another jurisdiction for tax or regulatory purposes, that jurisdiction's own regime governs your position, and you should take advice under it before subscribing. The provider does not assess or advise on any investor's status under foreign law.
02 · The route
How a cross-border investment usually works
The five stages a resident of New Zealand typically goes through when investing in U.S. real estate. The legal work sits in stages one and two.
STEP 01
Complete identity checks (KYC)
Verify your identity with the platform or firm you invest through with a New Zealand passport or driver licence, or an overseas passport if you have recently arrived. Expect sanctions screening and a residence check before any offering is shown.
Passport or driver licenceIRD numberProof of addressSTEP 02
Certify that you are a wholesale investor
You choose the wholesale test that applies to you and sign a certificate stating the grounds. If you rely on the eligible investor test, a lawyer, qualified statutory accountant or financial adviser not associated with the offeror must confirm your certificate in writing, and it cannot be relied on after two years. Offering materials stay hidden until this clears.
Wholesale certificateAdviser confirmationSupporting statementsSTEP 03
Select the property and read the documents
Review the market, tenant, lease term, debt and business plan inside the deal room. Establish who carries taxes, insurance and maintenance under the lease. The offering documents set out fees, holding period, distribution mechanics and the full risk factors.
Offering memorandumSubscription agreementLease and tenant profileSTEP 04
Subscribe and transfer through your New Zealand bank
You sign the Regulation S subscription documents and IRS Form W-8BEN with your IRD number, then send a U.S. dollar international transfer from your New Zealand bank. There is no approval step and nothing for you to file: your bank handles its own reporting.
Form W-8BENIRD numberSWIFT confirmationSTEP 05
Take ownership, collect distributions in USD
Your dollars purchase shares in the property-specific U.S. C-Corporation. The shareholding is recorded in your name and you receive ownership documentation. Distributions, when declared, are paid in U.S. dollars net of 15% treaty withholding, and you receive IRS Form 1042-S each year a distribution is made showing U.S. tax withheld.
Subscription confirmationShare register entryForm 1042-SSEC Regulation S
03 · Qualification
Would you qualify as a wholesale investor?
New Zealand imposes no cap on what you can send, so the gate is who you are. Any one test is enough. This is a self-assessment, not a classification decision.
Tests applied: Financial Markets Conduct Act 2013, Schedule 1 clauses 3(3)(b)(i), 38, 39 and 41, as at November 2026. Certificates are signed with the provider, never on this page.
The tests in law. An offer received in New Zealand needs a product disclosure statement unless an exclusion in Schedule 1 of the Financial Markets Conduct Act 2013 applies. The wholesale investor exclusion (clause 3) covers investment businesses; investors meeting the investment activity criteria (clause 38: at least NZ$1 million of specified financial products, held or acquired in the last two years, or experience in an investment business); large investors with net assets or consolidated turnover over NZ$5 million in each of the last two financial years (clause 39); government agencies; eligible investors whose certificate is confirmed by a lawyer, qualified statutory accountant or financial adviser not associated with the offeror (clause 41), which cannot be relied on after two years (clause 42); and investors whose minimum subscription is at least NZ$750,000 (clause 3(3)(b)(i)).
04 · Ownership
What an investor owns through a U.S. corporation
You are not on a deed. You hold shares in the U.S. company that stands between you and the building. That one distinction drives your rights, your tax and your exit.
A property-specific structure
Each property is held in its own U.S. limited liability company. The LLC is a pass-through for U.S. federal tax and pays no entity-level federal income tax.
A U.S. C-Corporation as your entry point
You subscribe for shares in a U.S. C-Corporation that holds the membership interest in the LLC. The C-Corporation is the taxpayer of record in the United States.
Why the corporation sits there
It acts as a blocker. You have no U.S. personal income tax filing obligation from holding shares or from receiving dividends, and U.S. withholding arises only when the corporation actually distributes cash to you.
The sponsor operates
The sponsor arranges financing, appoints the property manager, handles leasing and reports to investors. You do not manage tenants.
Exit is on sale, not on demand
There is no ready secondary market for these shares. Assume you hold until the property is sold and the structure is wound up. Section 06 sets out how that final step is taxed.
The structure, top to bottom
You
New Zealand wholesale investor
U.S. C-Corporation
You hold shares here. Taxpayer of record in the United States.
Property-specific LLC
Pass-through for U.S. federal tax. One asset only.
The property
Income-producing U.S. real estate
05 · Documents
What a provider will ask for
What a provider will typically ask a resident for. Tap to tick them off as a checklist for your own planning.
06 · Tax
Taxed at the U.S. corporation, then under New Zealand's FIF rules
The property is in the United States, so U.S. tax applies there first, at the corporation. The U.S.-New Zealand tax treaty cuts withholding on dividends to 15%. On the New Zealand side, what matters most is whether your foreign shares cost more than NZ$50,000 in total, because above that line the foreign investment fund rules tax a deemed return each year instead of the dividends.
The U.S. taxes it at the corporation
Rent is earned in the United States, so U.S. tax applies. It is paid by the C-Corporation before anything reaches you, which is why you have no U.S. filing obligation of your own.
The treaty cuts withholding to 15%
Dividends carry 15% U.S. withholding under the U.S.-New Zealand treaty once your Form W-8BEN with your IRD number is accepted, instead of the statutory 30%.
New Zealand taxes you under the FIF rules
Up to NZ$50,000 of foreign shares at cost, you are taxed on dividends with a credit for the U.S. tax. Above it, you are taxed each year on 5% of the opening value of your shares, whether or not anything is paid. There is no relief for the U.S. corporate tax.
6.1Rent arrives at the LLC
In the United States
No entity-level federal income tax. Income passes through to the C-Corporation, after depreciation and operating deductions.
In New Zealand
Nothing applies. You do not hold the LLC.
6.2The corporation is taxed
In the United States
Federal corporate income tax at 21% on its share of taxable income. State corporate income tax may also apply, depending on where the property sits.
In New Zealand
Nothing applies to you, and New Zealand gives no credit for this tax.
6.3Cash is distributed to you
In the United States
Withholding at 15% under the U.S.-New Zealand treaty once Form W-8BEN is accepted, instead of the statutory 30%. You receive Form 1042-S. The dividend is an ordinary dividend, not a FIRPTA gain.
In New Zealand
If your foreign shares cost NZ$50,000 or less in total, the dividend is taxed at your marginal rate. Above that, the dividend is not taxed separately: the FIF rules apply instead.
6.4You claim the credit
In the United States
Nothing further. The 15% withheld is your final U.S. tax on the dividend, and there is no U.S. return to file.
In New Zealand
Under the threshold, the U.S. tax withheld is credited against New Zealand tax on the same dividend, capped at that tax.
6.5Earnings are retained instead
In the United States
No withholding arises until an actual distribution is made.
In New Zealand
Above the NZ$50,000 threshold you are taxed each year on 5% of the opening value of your shares (the fair dividend rate), whether or not anything is distributed. For unlisted shares the cost method usually applies instead.
6.6The property is sold and the structure wound up
In the United States
The expected position is that no withholding applies to the final liquidating distribution, under the cleansing rule at IRC section 897(c)(1)(B), once the sale has closed and the gain has been taxed at the corporation. Selling your shares before that point would be a taxable FIRPTA disposition.
In New Zealand
Under the FIF rules, nothing further is taxed on the wind-up. Below the threshold, the amount above your subscribed capital is generally treated as a dividend.
6.7U.S. estate tax
In the United States
Shares in a U.S. corporation are U.S.-situs assets for a non-resident's estate. The exemption is USD 60,000, with rates up to 40%.
In New Zealand
There is no U.S.-New Zealand estate tax treaty, so the USD 60,000 exemption applies unchanged, and New Zealand has no estate duty to credit it against.
Investing through a New Zealand company or family trust instead of personally. Companies and most family trusts have no NZ$50,000 threshold, so the FIF rules apply from the first dollar, and trustees are taxed at 39%. A company also stands between you and U.S. estate tax, but the U.S. tax credit is effectively lost when its profits are paid on to shareholders. Settle the vehicle with your adviser before subscribing.
A pending change to the FIF rules. A Bill introduced on 10 September 2026 proposed changes to how unlisted foreign shares are taxed. It is not enacted, and the current rules apply.
07 · FAQs
Clear answers
This page is general information, not legal or tax advice. Nothing here determines your tax residency, your U.S. person status, your wholesale investor status or your eligibility to invest. Those are questions of law that depend on your own circumstances, and they are settled by the applicable rules and by your own professional advisers, not by Raveum. Descriptions on this page reflect our understanding as at November 2026 and may change. Take your own legal and tax advice before you act on anything you read here.
Investing in U.S. real estate from New Zealand
Not available to residents of New Zealand today. This page is not an offer, invitation or solicitation. Our guides explain U.S. real estate in more depth.
No New Zealand cap on overseas investment
15% treaty rate with W-8BEN
No U.S. return to file