Consumer and Business Services (CBS) regulates incorporated associations in South Australia.
Incorporated associations have responsibilities and obligations, including legal and financial reporting. Committee members and the public officer are responsible for making sure the incorporated association is compliant.
Failure to comply with these obligations may lead to penalties, prosecution or closure of the association.
Annual General Meetings (AGMs)
Prescribed associations are required to hold Annual General Meetings (AGMs) if their rules include membership of the association.
There's no legal requirement for other associations to hold AGMs, however an AGM should be included in the association's rules to promote transparency between members and the committee.
When to hold an AGM
The first AGM of a newly incorporated association must be held within 18 months of the incorporation.
Subsequent AGMs must be held annually, 5 months after the end of the association's financial year.
If the prescribed association is registered with the Australian Charities and Not-for-Profits Commission (ACNC), they have an additional month to hold their AGM.
Prescribed associations are required to submit their financial statements for the previous financial year to their members at the AGM.
Minutes, books and record keeping
An incorporated association must create minutes detailing all proceedings within general meetings and committee meetings.
The minutes must be:
- confirmed by members of the association present at subsequent meetings
- signed by the member:
- who presided at the initial meeting
- who is presiding at the meeting where the minutes are confirmed.
A minute entered, confirmed and signed is acceptable proof of the proceedings.
The books containing the minutes of general meetings must be made available for inspection by any member for free.
Books
The books of the association must be kept indefinitely. Books include:
- any register or other record of information
- minutes of meetings
- accounts or accounting records
- any other documentation.
An incorporated association must also keep accounting records that correctly record and explain it's financial position and all transactions.
They must be kept for at least 7 years at the place the association is situated or established in South Australia. Alternatively, they can be kept in the custody of an officer of the association in accordance with the rules or a committee resolution.
CBS can require an association to produce their books to check compliance with the law.
Name and address requirements
An association's full name (including the word 'Incorporated' or 'Inc') must appear on any:
- letter
- statement
- invoice
- notices or advertisements
- publications (including websites)
- order for goods or services
- receipt in connection with its activities (except for those under $10)
- bills of exchange
- other documents which are given, drawn or issued by an association.
The association's official address must be an address in South Australia where the public officer can generally be found and documents can be served.
It can't be a post office box.
The public officer must advise CBS if there is a change to the official address within 28 days.
Extensions of time or exemptions from legal requirements
Extensions of time or exemptions for an incorporated association's legal requirements can be considered in certain situations.
You need to apply to CBS for an extension or exemption.
Disputes and reviews
The commission can't help with internal disputes between:
- the association and another association
- the association and its members
- a member and another member.
This includes disputes about the interpretation of the rules where the Associations Incorporation Act 1985 provides no direction.
If you contact CBS with an internal dispute, you will be advised to obtain independent legal advice.
If you're not satisfied with a CBS decision, you can apply to the South Australian Civil and Administrative Tribunal (SACAT) for a review.
You must make an application within 21 days of the decision. You cannot review a CBS decision to issue a certificate to involuntarily wind up an association.
Offences
It is an offence for an officer of an incorporated association to:
- convince a person to give credit to the association through false pretences or any other fraud
- make or intend to make any gift or transfer relating to any property of the association with the intent to defraud the association or its members or creditors
- conceal or remove any part of the property of the association within 2 months before or after the date of any unsatisfied judgement or order seeking the association to pay money.
Charity status
The Australian Charities and Not-for-Profits Commission (ACNC) is the national regulator for charitable and not-for-profit associations. An association who registers with CBS does not need to be registered with ACNC - and vice versa.
There are benefits to being registered with the ACNC, but there are also additional requirements. These are outlined on the ACNC website.
Incorporated associations are not required to have a Deductible Gift Recipient status - however, may need one for fundraising or for charitable purposes.
See charities or contact the CBS Charities Team for more.
Contact CBS Associations and Cooperatives
Email: associations@sa.gov.au
Phone: 131 882
Post:
GPO Box 1719
Adelaide SA 5001
You can also book an appointment with the Associations Team for further assistance.
