On 5 October 2023, the Incorporated Societies Act 2022 came into force. The revised legislation requires the re-registration of all existing incorporated societies registered under the Incorporated Societies Act 1908 and an update of their constitution.
Does the Act Apply to Me?
Groups with at least 10 members are eligible to apply for registration as an incorporated society. Each member must provide consent to join the society, and these members can include both individuals and body corporates.
With around 23,000 entities registered as incorporated societies with the Companies Office, and an estimated 9,000 of those being registered charities with Charities Services, many groups will be affected by the new legislation.
New Requirements
Under the 2022 Act, your society will need to do the following:
Provide a constitution that is compliant with the 2022 Act.
Have at least 10 members.
Have a committee that is responsible for managing the operation and affairs of the society.
Include an appropriate dispute resolution procedure in your constitution.
Provide at least one person’s contact details (this is only used by the Registrar to contact the society and is not publicly advertised)
What does this mean for you?
Re-registration is not optional. If you are an incorporated society registered under the old Act, you must amend your constitution to adhere to the new rules of the Act and re-register with the Companies Office by 5 April 2026.
The Companies Office provides an online form that may assist you in the re-registering process.
The new rules in the 2022 Act may be an opportunity to consider if your society is to continue as an Incorporated Society or whether a Charitable Trust structure, for example, would be more suitable. It also provides an opportunity to modernise and future-proof your organisation’s governance structures and policies.
If you do not re-register by 5 April 2026, your society’s surplus assets will be distributed according to part 5 subpart 5 of the new Act. However, the Registrar has the power to restore an existing society to the register under s 185 or s 188, if done so within 6 years since the existing society ceased to exist.
The first step in getting support is to talk with a lawyer from Frontline Law about your situation and see what options we can offer you. Contact Frontline Law for a free initial consultation.
*The information in this blog post is general in nature and is not legal advice. If you need advice, you should contact us about your specific situation.
