Associations Incorporation Act 1964

Associations Incorporation Act 1964

This Act may be cited as the Associations Incorporation Act 1964.

This Act shall commence on a date to be fixed by proclamation.

In this Act, unless the contrary intention appears – accounting records includes invoices, receipts, orders for the payment of money, bills of exchange, cheques, promissory notes, vouchers, and other documents of prime entry, and also includes such working papers and other documents as are necessary to explain the methods and calculations by which accounts are made up; applicant for incorporation means the person who makes an application for the incorporation of an association under section 7; association means – any association, society, club, institution, or body that is formed or carried on – for a religious, educational, benevolent, or charitable purpose; for the purpose of providing medical treatment or attention; for the purpose of promoting or encouraging literature, science, or art; for the purpose of recreation or amusement; for the purpose of establishing, managing, carrying on, or beautifying a community centre; for the purpose of administering (whether as trustee or otherwise) any scheme or fund for the payment of superannuation or retiring benefits to the members of any organization or undertaking or the employees of any person or body of persons (whether incorporated or unincorporated); or for promoting any of the foregoing purposes or any like purpose; and any other association, society, club, institution, or body that is declared by the Minister, by order, to be an association for the purposes of this Act – but does not include any association, society, club, institution, or body that is formed or carried on for the purpose of trading or securing pecuniary profit for its members;Commissioner means the Commissioner for Corporate Affairs holding office under section 4 of the Commissioner for Corporate Affairs Act 1980, and includes any person holding that office in an acting capacity; committee, used in relation to an association, means the committee of the association or, if there is no committee thereof, the persons (however styled) who have the management of the affairs of the association; financial year means – in relation to an association incorporated under this Act before the commencement of section 4 of the Associations Incorporation Amendment Act 1983 – a period of 12 months commencing at the expiration of the period in respect of which the last audit of the financial affairs of the association was prepared pursuant to section 24 before the commencement of section 4 of the Associations Incorporation Amendment Act 1983 or, if no audit was prepared before the commencement of that section, on – the date of incorporation of the association; or where the association makes application to the Commissioner for the fixing of a commencing date for its financial year such date as the Commissioner may approve; and each period of 12 months commencing at the expiration of the previous financial year of the association; and in relation to an association incorporated under this Act on or after the commencement of section 4 of the Associations Incorporation Amendment Act 1983 – a period of 12 months commencing on – the date of incorporation of the association; or where the association makes application to the Commissioner for the fixing of a commencing date for its financial year such date as the Commissioner may approve; and each period of 12 months commencing at the expiration of the previous financial year of the association.incorporated association means an association that is incorporated under this Act; model rules means the model rules prescribed in pursuance of section 16, as in force for the time being; prescribed body corporate means – a company within the meaning of the Corporations Act that is taken to be registered in Tasmania; or a cooperative under the Cooperatives Act 1999; or any body corporate that is registered, incorporated or otherwise established under a law applying in Tasmania or in any place outside Tasmania and that is prescribed for the purposes of this definition; public officer, used in relation to an incorporated association, means the public officer of that association; special resolution means a special resolution within the meaning of section 23.

A reference in this Act to the rules of an association includes a reference – to the constitution and regulations of the association; and if the association has adopted the model rules with or without modification, to the model rules as so adopted.

An incorporated association is declared to be an excluded matter for the purposes of section 5F of the Corporations Act in relation to the whole of the Corporations legislation other than to the extent referred to in subsection (2).

Subsection (1) does not apply – to the extent specified in section 24A, section 25B(1), section 31A and section 32; and to the extent necessary for an association that is a company under the Corporations Act to be deregistered as a company under Chapter 5A of that Act.

Subsection (1) extends to a company within the meaning of the Corporations Act as soon as it becomes an incorporated association under this Act.

Subsection (1) has effect only for so long as a body is an incorporated association under this Act.

The committee of, and the persons who are members of or interested in, an association that it is proposed to incorporate under this Act may do all such acts and things as may be necessary for securing the incorporation of the association under this Act.

Where the committee of an association authorizes a person to apply for the incorporation of the association under this Act, that person may apply in writing to the Commissioner in a form approved by the Commissioner for the incorporation of the association.

An application under subsection (1) shall – state – the name of the association; the objects and purposes of the association; that the applicant is authorized by the committee of the association to make an application for the incorporation of the association; and the name and address of the public officer of the association if the public officer is a person other than the applicant for incorporation; be accompanied by – a copy of the rules of the association and any trusts relating to the association, and, if the rules or trusts are embodied in a deed, a copy of the deed; a statement that the model rules have been adopted without modification; or if the association has adopted the model rules with modification, a copy of the modification subject to which the model rules were adopted; and be accompanied by the relevant fee prescribed in the regulations.

A person who, in making an application under subsection (1), makes, or causes to be made, a statement or representation in that application or in any accompanying document that is, to his knowledge, false or misleading in a material particular is guilty of an offence and is liable on summary conviction to a fine not exceeding 2 penalty units.

Upon receipt of an application under section 7, the Commissioner may, if he is satisfied that it is proper for him so to do, grant to the association to which the application relates a certificate of incorporation in the prescribed form.

The Commissioner shall not grant a certificate of incorporation to an association unless he has – received the relevant fee prescribed in the regulations for the granting of such a certificate; in a case where he has reduced the relevant fee payable, received the reduced fee; or waived the relevant fee.

The Commissioner shall not grant to an association a certificate of incorporation under – a name that is identical with a name by which – another association is incorporated under this Act; a company is registered under the Corporations Act; a business name is registered under the Business Names Act 1962; a co-operative housing society is incorporated under the Co-operative Housing Societies Act 1963 – or that so nearly resembles any such name as, in the opinion of the Commissioner, to be calculated to deceive; or except with the consent of the Minister, a name that, in the opinion of the Commissioner, is undesirable or is a name, or a name of a kind, that the Minister has directed the Commissioner not to accept for registration.

A direction under subsection (1) is a statutory rule within the meaning of the Rules Publication Act 1953.

An incorporated association shall have the word "Incorporated" or the abbreviation "Inc." as part of and at the end of its name.

It is sufficient if the abbreviation "Inc." is used in place of the word "Incorporated" in the name of the association as appearing on its seal.

When the name of an incorporated association is included in any document it is sufficient if the abbreviation "Inc." is used in the place of the word "Incorporated".

An incorporated association may, by special resolution and with the approval of the Commissioner, change its name to any other name by which it could be incorporated without contravention of section 9.

An application for the approval of the Commissioner to a change of name pursuant to this section – shall be in the prescribed form; shall be verified as prescribed; shall be made, by the public officer of the association, within the prescribed period after the date of the meeting at which the special resolution for the change of name was passed; and shall be lodged with the Commissioner, together with such other documents (if any) as may be prescribed.

The Commissioner shall register the change of name, and shall either note the change on the certificate of incorporation or issue a new certificate of incorporation in lieu thereof in the prescribed form.

A change of name does not affect the identity of an association or any right or obligation of an association or of any member or other person, or render defective any legal proceedings by or against an association.

Any legal proceedings that might have been continued or commenced by or against an association by its former name may be continued or commenced by or against it by its new name.

Upon the grant of a certificate of incorporation to an association pursuant to section 8, the association becomes a body corporate with perpetual succession and a common seal, and may acquire, hold, and dispose of real and personal property, and is capable of suing and being sued in its corporate name.

The common seal of an incorporated association is of no effect unless the name of the association is inscribed on the seal in legible characters.

All courts, judges, and persons acting judicially shall take judicial notice of the seal of an incorporated association affixed to a document and shall presume that it was duly affixed.

An incorporated association may (if its rules do not direct otherwise) in its corporate name hold, purchase, or take on lease any land, and may sell, exchange, mortgage, lease, or build upon the land (with power to alter and pull down buildings and again rebuild), and otherwise deal with the land as fully and effectually as a natural person could do.

The receipt of an incorporated association is a discharge for any money arising from or in connection with any such sale, exchange, mortgage, or lease as is referred to in subsection (1).

Upon the incorporation of an association under this Act, any personal property held by a person, in trust or otherwise, for or on behalf of the association becomes vested in the association, subject to any trust, covenant, contract, or liability affecting the property.

The public officer of an incorporated association may, at any time after the incorporation of the association, deliver to the Registrar of Deeds a memorial in writing setting forth, in relation to any land or interest in land (not being land that is subject to the Land Titles Act 1980) held by any person in trust for or on behalf of the association, such particulars and other matters as may be prescribed and the Registrar of Deeds shall, subject to subsection (4), register the memorial, whereupon the land or interest in land vests in the association.

The public officer of an incorporated association may, at any time after the incorporation of the association, lodge with the Recorder of Titles notice in writing setting forth, in relation to any land or interest in land (being land that is subject to the Land Titles Act 1980) held by any person in trust for or on behalf of the association, such particulars and other matters as may be prescribed and the Recorder shall, subject to subsection (4), enter upon the folio of the Register, under the Land Titles Act 1980, for the land, a memorial that the land or interest in land is vested in the association, whereupon the land or interest in land vests in the association accordingly.

A memorial or notice under the foregoing provisions of this section shall be accompanied by – the certificate of incorporation, or a copy thereof certified by the Commissioner, and by a statutory declaration made by the public officer and by at least one of the persons in whom the land or interest in land is vested declaring that the land or interest in land is held in trust for or on behalf of the association; and the appropriate fee prescribed under the Registration of Deeds Act 1935 or the Land Titles Act 1980, as the case requires.