Incorporated associations are not-for-profit or community groups that are a legal entity that is separate from its members.

Consumer and Business Services (CBS) regulates incorporated associations in South Australia. This includes administering the Associations Incorporation Act 1985 (SA).

While incorporation has many benefits, it comes with rules that you must follow, including maintaining meeting minutes, maintaining proper financial records and potential annual reporting obligations.

Public Officer

Every incorporated association must appoint a public officer, who is a South Australian resident and aged 18 years of age or over. The Public Officer receives letters and notices sent by CBS and must file returns and any changes to the rules on behalf of the association.

If the identity or the details of the Public Officer changes, the association must update CBS within one month by completing the online application form (external site).  

Rules

An incorporated association’s rules should be clear and help the association be inclusive, fair and open with its members. The rules bind all members of the association.

If you wish to change the rules of the association, you should check the rules to see how they can be altered. If there is no information about this in the rules, a special resolution can be passed to make the change.

A special resolution requires 21 days’ notice to be provided to members and 75% of voting members present (including via proxy, if proxy voting is allowed) must vote in favour of the changes.

After the changes have been passed by the association, the amended rules must be registered with CBS within one month by completing this online form to change the rules (external site).

If you cannot locate a copy of your rules, you can apply to CBS for a copy (external site).

Annual General Meetings (AGMs)

Prescribed associations (gross receipts of more than $500,000 in a financial year) are required to hold Annual General Meetings (AGMs).

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 or within 6 months if the association is prescribed and registered with the Australian Charities and Not-for-Profits Commission (ACNC).

Prescribed associations are required to submit their audited financial statements for the previous financial year to their members at the AGM.

There is no legal requirement for other associations to hold AGMs, unless the rules require it. However, even if the rules do not require an AGM, CBS encourages associations to hold an AGM to promote transparency between members and the committee.

Financial Management

All associations must keep accounting records which record and explain transactions of the association and its financial position. Prescribed associations have additional requirements.

Prescribed associations must lodge audited annual financial statements with CBS using the online form available on the SA.GOV.AU webpage about accounts and audits (external site).

This requirement does not apply to associations which are also registered with ACNC and are compliant with their financial reporting requirements.

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 a subsequent meeting, and
• signed by the member who presided at the initial meeting or who presided at the meeting where the minutes are confirmed.

Minutes entered, confirmed and signed is acceptable proof of proceedings in the absence of evidence to the contrary.

The books containing the minutes of general meetings must be made available for inspection by any member free of charge.

Example template for recording Minutes at meetings

More information

The SA.GOV.AU website (external site) has much more information about associations.

You can contact CBS’ Associations team by emailing associations@sa.gov.au or phoning 131 882 (option 6). You can also book an appointment for further assistance by the Associations Team (Association Appointments).