The low-down on the new Incorporated Societies Act: what you need to know

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Special Counsel

Are you a member of a club or group that is an incorporated society? If you are, it’s important to know about the new Incorporated Societies Act 2022.  All existing incorporated societies need to re-register under the new Act before 5 April 2026, otherwise when the re-registration period ends they will cease to exist as incorporated societies. 

The new Act will modernise the way societies operate and will help to integrate best practice processes into all societies, including the handling of internal disputes, officer duties and procedures for dealing with officers’ conflicts of interest, and preparation of annual financial statements.

Unless your society no longer wants to exist as an incorporated society (which will have some big implications for your members going forward), it’s very important to re-register under the new Act before 5 April 2026.  To re-register your society will need to:

  • Review your constitution and update it to ensure that it complies with the requirements of the new Act. We expect that most if not all societies will need to amend their constitutions, and some societies may take the opportunity to review their constitutions to ensure they are still fit for purpose at the same time.
  • Hold at least one general meeting before the deadline to approve the constitution and decide on other features of your society.
  • Ensure that you have a governing body of three or more officers who are responsible for managing the operations and affairs of the society. Each officer must meet the qualification requirements set out in the new Act and must consent in writing to be an officer.
  • Ensure that your society has at least ten members.
  • Appoint or elect at least one contact person that the Registrar can contact when needed.
  • Complete an online re-registration application via the New Zealand Companies Office website which will involve providing certain information and a copy of the society’s constitution that is compliant with the new Act.

If you have any questions about re-registering or the process of reviewing your constitution to re-register, please do not hesitate to contact Louisa Joblin or Lisa Small.

Disclaimer: The content of this article is general in nature and not intended as a substitute for specific professional advice on any matter and should not be relied upon for that purpose.

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