Reminder of changes for all Incorporated Societies

By Geoff Caradus

7 February 2024

If you are involved in the management of an existing Incorporated Society then you need to be aware that the (new) Incorporated Societies Act 2022 and the (new) Incorporated Societies Regulations are now fully in force – and what they mean for you.

Most importantly:

• Existing Incorporated Societies are required to re-register under the New Act any time from now through until 5 April 2026.
  
  
• If existing societies don’t re-register by 5 April 2026 they will cease to exist.  

• As part of the reregistration process, societies will need to review and update their rules (now called their “constitution”) to ensure they comply with the requirements under the new Act.

There are a few things that you should think about when deciding exactly when to make a start on this process:

• Happily, until a society has re-registered under the new Act it will continue to be bound by the operating and reporting requirements of the (previous) Incorporated Societies Act 1908.  This means that until you re-register, nothing changes for you.  But don’t use this as a reason to wait too long…

• If you haven’t undertaken a more general review of your society’s rules for some time now, you may want to use this as a prompt to consider whether your existing rules remain fit for purpose or whether other changes could be usefully made to better align your society’s founding document with its current aims, practices and operations.  It may even be a good time to assess whether or not an incorporated society remains the appropriate type of entity through which to carry out the activity you are carrying out – or whether a charitable trust or company might be more appropriate.  The more substantive the changes you need to make, the longer they will likely take to put in place, and so the earlier you need to start.
  
  
• You don’t want to have to hold an additional general meeting of members just to approve a rule change. You should therefore be looking to have your amended rules approved at your last annual general meeting before 5 April 2026, at the latest. You should look to work back from there in terms of timing.
  
  
• There is no time like the present.

How Pitt & Moore can help

We are available to assist with re-registration under the new Act, reviewing and updating of society rules or providing brand new constitutions, assessing the suitability of currently registered incorporated societies and providing advice regarding alternative structures and helping to create them.

Disclaimer: The information contained in this publication is of a general nature and is not intended as legal advice. It is important that you seek legal advice that is specific to your circumstances.