Some old notes on the NSW Associations Act 1084. Note that this act is no longer in effect, as it has been superceded by the Associations Act 2009.
see under Brain/CAcertInc/AssociationRules
The notes on the Association Act
The legislation that covered incorporated associations in Australia NSW until 2010 was pretty straight forward and easy to read. It was called the Associations Incorporation Act 1984, and you can find it here.
- What follows here is some interpretation of this law, an attempt to highlight issues and to show where to look for if you want to know more. By no means is this summary any law or rules over the CAcert Inc, the Association that manages the assets of the Community.
- The compact information highlights some aspects of the Associations Incorporation Act 1984 No 143 (latest changes on 4th of December 2006). There are penalty (max) definitions (for each association committee member) for each rule, in case the rule is not obeyed, usually only for committee members. A conclusion is that the committee (board) of the association is the grip for the Director-General of NSW on the association. The Public Officer is the most important committee member for the outside world!
Part 1 Preliminary: merely definitions (officers, Public Officer, members).
Part 2 Incorporation
- 7: There is a minimum amount of members for an association: 5
- 8: Initially there should be at least 2 association members in the committee (board). The association should have a name (add .Inc), principal address in NSW.
- 11: Rules of incorporation association (should comply with model for Rules; they bind all members)
- 16: Liability: members and/or officers of the association are not liable to payments of debts, liabilities of Inc., costs, charges and expenses for winding up of the association, have no rights on properties of the Inc.
- 19: Object and rules (see Rules of Association separate document).
- 20: Alteration of objects and rules (within 1 month lodged with General-Director by Public Officer)
- 21: There is a register of the members of the committee (name, date of entrance, address) kept on residential address of the Public Officer.
- 22: Public Officer: Original a person who did the association application. Change of Public Officer withing 14 days noticed to Director-General in NSW. Within 14 days vacancy of Public Officer to be filled (if not, each committee member gets a penalty). Public Officer must be residential in NSW (and of course healthy, and economically OK).
- 26: AGM: each year before July an AGM (General Director may extent this requirement. Agenda: income/expenditure, assets and liabilities, anything which affects properties of the association last financial year.
- 27: Within one month after each AGM lodge the financial year report with Director-General. 28 Keeping of proper accounts and minutes of committee meetings and general meetings.
Part 5 Contracts, debts of the association
- 29: Any person acting under express or implicit authority of the association may enter, change or discharge a contract in the name of the association. This is binding for the association. Even if the person is direct or indirect interest in the contract. Public Officer may authenticate.
- 30: The association may by writing appoint an Agent for limited or unlimited time frame to execute deeds on behalf of the association.
- 38: Any person of the committee at the time a debt is occurred is liable to max 50 penalty units (or max 1 year prison) unless proved to be without express or implied authority or consent and knowing that the association would not be able to pay.
Part 6 Insurance
- 44: requirement to insure against liability of the association
- 45: unless each member of the association is liable to contribute in winding up the association to an amount not less than the amount of the coverage required (???)
Part 7 Amalgamation of association and transfers of incorporation
Part 8 Winding up and cancellation of incorporation
- 50: Voluntary winding up by resolution
- 51: Winding up by court (due to debts, activities not in line with the goal of the association, pecuniary gain for members, by opinion of court).
- 53: Surplus not distributed to any members, disruption in accordance with special resolution of the association.
- 54: By Director-General e.g. clearly not operational, clearly for profit of its members, fraud etc, no AGM (and rules for that) in 3 years.
- 55: Operational rules for vesting of property after cancellation of incorporation.
- 56: Association may register as company or co-operative under certain restrictions.
Part 9 Miscellaneous
- 59: Register by Director-General (copy certificate, inspection of registration, reproduction of documents lodged).
- 60: Constructive notice (association privacy is kept).
- 61: In compliance with rules and authority of Public Officer.
- 62: Evidentially provision (certificate statements of Director-General).
- 63: Service of Documents (how to address the association formally: to address of Public Officer, minimal 2 members of committee, or by direction of Director-General).
- 64: Documents to Director-General are not lodged until fee is paid to GD.
- 65: Powers of General-Director (refuse documents e.g. if they are contrary to law, omissions, errors, etc.). General-Director may require error correction, completion or supplementary information.
- 66: Association may not (also not as trustee): trade, secure pecuniary gain for members. 67: production and inspection (by General-Director) of records
- 68: False or misleading statements (in lodged documents).
- 69: Offense of using certain names (with .Inc attached).
- 70: Offences by officers etc.
- 71: Proceedings for offenses.
- 72: Appeals from decisions of Director-General.
- 73: Regulations.
Schedule 1: Matters to be provided for in rules of an association and in model rules. refer to the lodged Rules for each association. For CAcert, see CAcert Inc Rules of the Association.
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