Incorporating an association is suitable for many community and charitable groups because this structure is specifically designed for not-for-profit organisations. This chapter sets the requirements for incorporating an association. For information about the benefits and consequences of becoming incorporated refer to Introduction to Incorporated Associations.
Key Points
To be eligible for incorporation a group must:
The Act allows incorporation for the following purposes:
If a group does not fit into any of the above categories it may apply for special approval by the Commissioner for Consumer Protection.
The procedure for incorporating an association involves the following steps:
An incorporated association is required to comply with specific obligations under the Act including maintaining records, holding annual general meetings and preparing financial reports. Before applying for incorporation the members should ensure that they understand the legal responsibilities that will follow. If the members agree to become incorporated they need to:
The name of the association should reflect its objects and purposes. The Commissioner for Consumer Protection can reject a name if it is:
The use of certain words such as “foundation” or “royal” is also restricted under the regulations any may only be uses in certain circumstances.
When deciding on a name, it is advisable to consider having alternative name in case your first choice is not available.
The management of an incorporated association’s affairs is governed by a set of rules, commonly referred to as the constitution. All associations incorporated are required to make provision for a number of specific matters in the rules, which are detailed in Schedule 1 of the Act and included at the end of this chapter.
Consumer Protection’s publication What’s in the rules: explaining the Schedule 1 requirements is useful in understanding these requirements.
To avoid misinterpretation, the rules should be written in clear simple language. There are no requirements about the length or complexity of rules for an incorporated association and in addition to addressing the Schedule 1 requirements the association can include other rules that are relevant to its activities.
If an association does not want to develop its own rules the model rules can be adopted. The model rules are a complete set of rules prescribed by the Associations Incorporations Regulations that meet all of the requirements of the Act and provide a suitable governance framework for an association.
If you choose to use the model rules, the only additional information that you need to provide to the Commissioner with your application is:
Please note that if the association changes any of the provisions in the model rules (with the exception of the matters above) it is no longer considered to be using the model rules.
The application for incorporation can be submitted online using AssociationsOnline. If the association is using its own rules a copy of these rules must be attached to the application and the applicant will also be required to complete a table identifying the Schedule 1 matters within the rules. Once all information is entered and uploaded, payment is made by credit card through a secure payment system.
The Commissioner for Consumer Protection will approve the application if satisfied the:
The Commissioner will then incorporate the association and issue a certificate of incorporation. The certificate will show the name of the incorporated association, the date of incorporation and the Incorporated Association Reference Number (IARN).
The Certificate of Incorporation is an important document and must be kept in a safe place.
The Commissioner for Consumer Protection will not incorporate an association if it would be more appropriate to carry out its activities as a body corporate incorporated under some other law or the incorporation is against the public interest.
If the application is not approved the association can apply to the State Administrative Tribunal (SAT) for a review of the decision of the Commissioner.
State Administrative Tribunal
Postal Address: GPO Box U1991 Perth WA 6845
Telephone: (08) 9219 3111 or 1300 306 017
Website: www.sat.justice.wa.gov.au
Email: Contact SAT by email
There is a one-off fee to become incorporated. Once incorporated there is no annual fee but other costs incurred over time can include the cost of meeting reporting and accounting requirements, legal advice (if required) and future applications to change the rules, name or objects.