Societies and Charities
Advising Societies, Charities and other Non-profit organisations
Societies and Charities
Bannister & von Dadelszen is one of the few legal firms in New Zealand specialising in advising societies (general and charitable), charitable trusts, and other not-for-profit organisations.
We advise “not-for-profit” societies and trusts, involved in a wide range of activities and fields (community benefit, sporting, cultural, religious and commercial), ranging from small community clubs through to large nation-wide organisations.
That work for clients all over New Zealand, and our work for local, regional and national organisations includes:
- Advising on the most appropriate legal structure for a proposed organisation,
- Drafting constitutions (rules and trust deeds) and amendments to those documents,
- Advising on the implications of the proposed new Incorporated Societies Act (see Overview of Proposed New Incorporated Societies Act)
- Advising on the interpretation of the constitutions of not-for-profit organisations,
- Incorporating not-for-profit organisations,
- Registering charitable organisations under the Charities Act 2005,
- Advising on Charities Board investigations into charities,
- Advising on the meeting and electoral procedures of not-for-profit organisations,
- Advising on disputes within not-for-profit organisations,
- Representing members and not-for-profits in Court proceedings,
- Providing independent dispute resolution and chairmanship services for not-for-profit organisations, and
- Governance training and facilitation of strategic planning sessions.
Other legal firms all over the country also seek our advice on these issues.
Incorporated Societies Act Reforms
- An Exposure Draft of a Incorporated Societies Bill (see Overview of Proposed New Incorporated Societies Act) is subject to consultation at present, but what is proposed is unlikely to change much as the reforms are not considered to be politically controversial.
- The proposed new Act may prompt some fundamental reconsideration by societies:
- Why do we have a society, what need is it meeting, are we fulfilling the wants and needs of our members – fundamentally what is our “purpose” or “mission”?
- Do we need a society (with voting members) or might some other type of organisation (perhaps a trust) meet our needs?
- Might there be merit in considering combining forces with some other organisation or organisations providing similar community services (such as forming a combined sports club or combined cultural society)?
- Do we actually need to be incorporated (the main benefit of incorporation for most societies being to protect members from most personal liability for society activities)?
- If we choose to remain incorporated, how will we meet the greater reporting and accountability requirements of the new Act? Will we need to pay or increase committee honoraria or engage some external professional help?
- To avoid the pressure of having to revise a society’s constitution during the transitional period after the new Incorporated Societies Act is enacted:
- Societies being formed now should seek to anticipate the changes by adopting constitutions that complies with the provisions in the Exposure Draft of the Bill,
- Existing societies reviewing their constitutions now should consider the issues discussed in paragraph 2 above, and if the review proceeds draft a new constitution that complies with the provisions in the Exposure Draft of the Bill, and
- All other existing societies consider the issues discussed in paragraph 2 above, and should then commence reviewing their constitutions now, even if they delay putting a revised constitution to their members until after the new Act is passed.
Email the Societies and Charities Team
Partner Mark von Dadelszen
Partner Mark von Dadelszen has developed a specialty interest since the late 1980’s in the law and documents relating to “not-for-profit” organisations – community societies and charities. He regularly advises such organisations all over New Zealand, and is also frequently asked by other legal firms for specialist advice.
Mark is the author of two standard New Zealand texts, Society Law in New Zealand, and Members’ Meetings (both in their 3rd editions), and is also the contributing author to New Zealand Forms and Precedents title Clubs and Societies. He has been writing regular articles on societies and charities since 2010, and these may be accessed here. Mark was a Law Commission Reference Group member (2011-2013), assisting the Commission in reviewing the Incorporated Societies Act 1908, and in February 2014 the Government adopted the Commission’s recommendations and a draft new Act and model society rules are due to be released for public consultation in 2015.
Mark, who has been a partner of the firm since 1972, also has extensive practical experience in the governance of not-for-profits, having always been actively involved in the community, and a committee member and chairman of various other organisations over the years. He is also asked by community organisations to chair meeting where an independent chairperson is sought who can control a potentially difficult or disorderly meeting.
This community service (for which he was awarded a Queen’s Service Medal in 2012) includes serving for 6 years on the former Havelock North Borough Council, for similar periods on both the local Chamber of Commerce Council and the former Regional Development Council, being an active Toastmaster for some 25 years (including holding local club and regional offices and serving as national Secretary and District Governor), chairing several choral organisations, and being President of the Hawke’s Bay Woodturners Guild (twice), of the National Association of Woodworkers Inc, and of the Prostate Cancer Foundation of New Zealand.
Societies and Charities Articles
Defining the problem Conflicts of interest: Includes no […]
CONFLICTS OF INTEREST, BIAS AND PREDETERMINATION IN SOCIETIES AND CHARITIES – RECOGNISING AND MANAGING
The issues Problems relating to conflicts of interest, […]
Before becoming a member of a not-for-profit board or c […]
Updating (Replacing) the Trustee Act 1956 – revamping 6 […]
Several items of legislative reform, some already enacted, and one proposed, have created real concerns for those governing not-for-profits. This article discusses some of those issues, and seeks to provide some reassurance to those governing not-for-profits.