Changes you need to know if you are an Incorporated Society

May 13, 2024

There are new laws for incorporated societies.

Between 5 October 2023 and 5 April 2026 there are 2 Acts in force

If your society –

registered for the first time on or after 5 October 2023, the Incorporated Societies Act 2022 (2022 Act) applies.
registered before 5 October 2023 and has reregistered since then, the 2022 Act applies.
registered before 5 October 2023 and has not yet reregistered, the Incorporated Societies Act 1908 (1908 Act) applies.

We have information about reregistration under the 2022 Act, making changes to your society’s constitution, including a contact person in your constitution, and updating your society’s contact details.

Why the new Act?

The 2022 Act will modernise the way societies operate. It is more comprehensive than the 1908 Act and will help to integrate best practice processes into all societies (for example, ensuring societies have good mechanisms in place for handling internal disputes and prepare financial statements to a consistent set of standards). The 2022 Act places a stronger emphasis on officers acting in the best interest of the society, not its members.

Creative Waikato in conjunction with Tompkins Wake have done a great factsheet on how Incorporated Societies can comply with the new rules and regulations here.

Applying for Reregistration

If your incorporated society is currently registered under the Incorporated Societies Act 1908 (if your incorporated society was registered before 5 October 2023 and hasn’t yet reregistered, this applies to you). You will need to reregister it under the 2022 Act by April 2026 to remain an incorporated society.

Reregistration is not the same as starting a new society.
It’s also more than simply changing your constitution.
If your society fails to reregister by April 2026 it will cease to exist.

Your society will need to do a number of things before it can apply to reregister.

Make an initial assessment of what reregistering would mean for your society
Meet with your members to decide on reregistering
Review your operational processes
Review your society’s balance date
Draft a new constitution
Meet with your members to finalise your reregistration application

Once you’re ready to reregister, watch these registration videos and use the tools to help you get it right the first time. Read this guide on confirming your authority.

Getting it right the first time

The person applying to reregister must have authority to manage information on the society’s behalf.

On the Incorporated Societies Register website, choose the ‘Applying to reregister an existing society’ option under the ‘Starting or reregistering a society’ menu (see screenshot below).

There is no fee for reregistration.
Note — Only if you’re registering a new society will you be asked to pay a fee.
There is no need to provide officer consent forms – your society must keep these as part of its records.
You will need to provide a copy of your society’s constitution that complies with the 2022 Act.

Updating your constitution

You could use the New Zealand Incorporated Societies Constitution Builder tool to ensure your society’s constitution is consistent with the 2022 Act. This tool helps to produce a constitution that complies with the 2022 Act.
The Constitution Builder tool outlines M-mandatory, O-optional and R-recommended section to include in your updated constitution. We recommend going through each section alongside your current constitution, so you are aware of specific updates.
If your society needs to add or remove clauses in the constitution generated by the tool, make sure your constitution is then reviewed to ensure that it still complies with the 2022 Act. You may choose to seek external advice to help finalise your constitution. For example, there may be community legal services available to you.
When you apply to reregister your 1908 Act society, your constitution will need to comply with the 2022 Act, and once reregistered your society must operate under its 2022 Act constitution.

Including a contact person

All societies registered under the 2022 Act must have at least one contact person (up to 3). Your constitution must include a contact person(s) for your society – including how they are elected or appointed.

You will need to provide the name and address of each contact person. Their details are only for the Registrar to use; they won’t be made publicly available.

Updating your society’s contact details

Note — The contact details of the society are separate from the requirement to have a nominated contact person(s).

Now is a good time to check and, if required, update your society’s contact details.

Read the guide on updating your society’s contact details here

For more information and resources regarding the law changes for incorporated societies we recommend you follow this link to the New Zealand Companies website

*Information sourced from Companies.govt.nz