Changes to Incorporated Societies Affecting Brigades

Issue date:

Last year, we gave members a heads-up about the new Incorporated Societies Act 2022 coming into effect and we have been working to gather more information about how the changes might affect some of our member brigades.

In summary:

If your Brigade is registered as an Incorporated Society, you’ll need to make a few changes to it in the coming years to comply with the new law. Some of these changes include re-registering your society, with a constitution and processes compliant with the new Act.

Brigades have some time to comply, but our advice is to act sooner. There are over 24,000 Incorporated societies in New Zealand that will be competing for legal advice and to register before the deadline of April 2026. Brigades can start the re-registering process from October 2023 - and we know how busy you can get, so it’s important to leave yourselves enough time to make the required changes and ensure the Companies Office is satisfied that you’ve done things correctly.

Brigades may also choose to wind up their Society, however, this may have implications that would potentially impact the status of brigade-owned assets. The UFBA will investigate the impacts and provide advice before October 2023.

What changes are in the Incorporated Societies Act 2022?

The changes introduce stronger, more appropriate governance frameworks for incorporated societies, with clear duties, standards and requirements for the people that run them. Key changes include:

  • Incorporated societies will need new, compliant constitutions.
  • The Act requires incorporated societies to have at least 10 members.
  • All those members need to consent to be members, with no exceptions.
  • Officers and committees will have certain duties and obligations.
  • Every society will need a committee of three members to manage the society. 
  • These officers will also need to operate with a fiduciary duty to the Society, in a very similar way to the duties of Company Directors and the liabilities that go with that.
  • Officers will also need to identify if they have any conflicts of interest,
  • Incorporated societies’ members will have greater rights.
  • Incorporated societies will have greater financial reporting obligations.
  • Incorporated societies will require a registered contact person.

This is not a complete list of the changes, for more information on the new Act please visit the Companies Office website: https://is-register.companiesoffice.govt.nz/law-changes-for-societies/key-changes/

The following link is an approved template for developing a compliant Constitution: https://isb.companiesoffice.govt.nz/constitutionbuilder/startscreen/