The new Incorporated Society Act 2022 was passed into law on 5th April 2022, replacing the 1908 Act. This change to the law has been long awaited and represents a significant milestone for all registered Societies in New Zealand.
The 1908 Act had become outdated and unfit to meet the needs of modern-day Incorporated Societies. With only 36 sections to call upon, the 1908 Act provided little substance or practical guidance to Society Officers responsible and accountable for managing their Incorporated Society. It was time for change.
Over the past 114 years, Societies have evolved to become more sophisticated. They are no longer just the local sports club or charity we have all come to know. Modern Societies are now structured as shared housing communities, often referred to as “Residents’ Societies”, a popular alternative to a Body Corporate community.
The new Incorporated Societies Act 2022 has come as positive news for Members, Committees and Secretaries of Residents’ Societies as it provides a robust framework for society self-governance and dispute management.
The new Act focuses strongly on improved governance and accountability. It has embedded relevant case law throughout the new Act. The most significant changes in our view are:
Constitution & Registration:
Each Society’s Constitution will need to be updated to ensure it complies with the Act. All existing Societies will need to file their updated Constitutions and re-register as an Incorporated Society or be struck off the Incorporated Societies Register.
Committee Duties & Responsibility:
- Officers Accountability: There will be increased accountability for Society Committee’s and Officer’s. Their duties and obligations will become similar to Company Directors and they may be ineligible or disqualified from being an Officer under certain criteria: such as an undischarged bankrupt, or dishonesty offences.
- Code of Conduct: Committees and “Officers” will be bound to a code of conduct.
- Conflicts register: Conflicts of interest will need to be disclosed, managed and a register kept and updated.
There will be new procedures to manage Member complaints along with the ability to access information where reasonable.
Penalty & Offences:
The new Act provides mechanisms to deal with criminal offences related to the administration and governance of Incorporated Societies.
Some Incorporated Societies will be required to meet more stringent financial reporting standards, including annual audits of their financial statements.
When does the new Act take effect?
All existing Incorporated Societies will have up to 1 December 2025 to review and file their updated Constitutions and to re-register their Society on the Incorporated Society Register. This 30 month transitional period allows each Society enough time to get ready and to decide on the best time to transition across to the new Act.
Need more information?
If you are a Committee member or an Officer of a Residents’ Society and would like to learn more on what you need to do, talk to us at Everything Body Corporate.