There are many important clubs and societies in our district, many of them incorporated under the Incorporated Societies Act 1908. The old Incorporated Societies Act 1908 has been replaces by the Incorporated Societies 2022 (the 2022 act). The 2022 act has some significant consequences for our clubs and societies.

Re-registration – Societies have until April 2026 to re-register under the 2022 act. This may seem a long way away, but in terms of preparing for re-registration the timeframe of 2-and-a-half years is quite short. If societies do not re-register by April 2026, they will cease to exist as an incorporated society. This means society’s committee or board will become a group of individuals who are personally liable for all the commitments and liabilities of the society. It is important to re-register under the new act before April 2026.

Changes for societies – There are significant changes under the 2022 act that include changing the minimum number of society members, requiring the society to have a constitution that complies with the act, including having dispute resolution procedures, and requiring a minimum of three committee members. The duties of officers of the society are more onerous. These include acting in good faith, complying with the new act, exercising care and diligence that a reasonable person with the same responsibilities would exercise, and keeping and maintaining a register of disclosures of the officers. Financial statements will need to follow external reporting or accounting standards for most societies. Unlike the present situation, annual returns are required to be filed.

Changes of rules – It is likely that most of the present constitutions or rules will not comply with the requirements of constitutions under the 2022 act.

Start to review now – Given the significant role clubs and societies have in our community, it is strongly recommended committees start reviewing their rules with a view to adopting a new constitution compliant with the 2022 act. Consultation with committee members and club and society members will take time and we recommend this process start soon. For helpful information: companies.govt.nz.

We do recommend legal advice is obtained to:

• Review your constitution and update it to comply with the 2022 act;
• Help you explain the changed to your members;
• Help you with the re-registration process; and
• Advise you about the general running of your incorporated society and compliance with your own rules.

If your club would like assistance, we welcome your inquiry.