Introduction
The Incorporated Societies Act 2022 (the “new Act”) recently received Royal Assent, resulting in significant changes for the 23,000 incorporated societies in New Zealand. The new Act replaces the Incorporated Societies Act 1908 (the “old Act”), which has been long overdue for an upgrade. We have discussed ten key changes for incorporated societies to be aware of in our article here and provided a lot of detailed information in the form of articles and seminars here. Contact us for a copy of our comprehensive handbook.
This article will discuss when all of these changes start to affect your society.
Timing of the new Act
The old Act is still in force, with the new Act coming into force in stages up until the transition date. Clause 3 of schedule 1 of the new Act explains that the transition date is either 1 December 2025 or 2.5 years after clause 4 comes into force.
An application for the incorporation of a society under the old Act may not be made after clause 4 of schedule 1 of the new Act commences. This clause will commence any time between now and 5th October 2023 per section 2 of the new Act. Under clause 2 of schedule 1 of the new Act, a society which does not register under the new Act by the transition date will cease to exist from that date. MBIE has also released guidance here.
As part of the changes under the new Act, every society will be required to reregister under the new Act (which we discuss in some detail here). Companies Office has advised that as long as a society’s constitution complies with the old Act, a society can make changes to its constitution that reflect and include references to the new Act. This means that your society can start to think about what changes it will need to incorporate into its constitution now in preparation for the new Act. This is something we can help you with, as we have already helped many societies update their rules to reflect the new Act.
Although the new Act is not yet in force, we encourage you to begin discussions with your society around the changes in the new Act. It will take time to agree to the required changes for your society’s constitution, and you may even find that a society is not the best legal vehicle for you (find out more here).
Summary
We have been helping societies amend their rules for the new Act and would be happy to discuss your situation with you, especially when it comes to amending your society’s constitution so it meets the requirements set out in the new Act. You can contact us any time by email or phone.
We have many more resources at this page dedicated to the Incorporated Societies Act 2022.
This article is not a substitute for legal advice and you should consult your lawyer about your specific situation. Please feel free to contact us at Parry Field Lawyers:
- Steven Moe, Partner – stevenmoe@parryfield.com
- Aislinn Molloy, Senior Solicitor – aislinnmolloy@parryfield.com
- Michael Belay, Solicitor – michaelbelay@parryfield.com
- Yang Su, Law Clerk – yangsu@parryfield.com
- Sophie Tremewan, Law Clerk – sophietremewan@parryfield.com
