{"id":"nsw:act-1951-045","name":"Girl Guides Association (New South Wales) Incorporation Act 1951","slug":"girl-guides-association-new-south-wales-incorporation-act-1951","collection":"act","jurisdiction":"nsw","status":"in_force","isInForce":true,"actNumber":"45 of 1951","makingDate":null,"administeringDepartment":null,"currentVersion":{"id":111317,"registerId":"nsw-act-1951-045-current","compilationNumber":null,"startDate":"2026-04-03","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"1","sectionType":"section","heading":"Name of Act","content":"#### 1 Name of Act\n\n1 Name of Act\n\n> This Act may be cited as the [Girl Guides Association (New South Wales) Incorporation Act 1951](/view/html/inforce/current/act-1951-045).","sortOrder":0},{"sectionNumber":"2","sectionType":"section","heading":"Definitions","content":"#### 2 Definitions\n\n2 Definitions\n\n> > (1) In this Act unless the context or subject matter otherwise indicates or requires:\n> > \n> > Association means The Girl Guides Association incorporated by Royal Charter dated the fourteenth day of December, one thousand nine hundred and twenty-two.\n> > \n> > Constitution means the constitution for the time being of the Girl Guides Association (New South Wales).\n> > \n> > Corporation means the body incorporated by this Act.\n> > \n> > Executive committee means the executive committee for the time being appointed under the constitution.\n> > \n> > Girl Guides Association (New South Wales) means the local branch or committee of the Association in New South Wales.\n> \n> > (2) The constitution (so far as it relates to the constitution of the executive committee of the Girl Guides Association (New South Wales)) as existing immediately before the commencement of this Act shall, subject to this Act, be the constitution of the corporation at such commencement.","sortOrder":1},{"sectionNumber":"3","sectionType":"section","heading":"Incorporation","content":"#### 3 Incorporation\n\n3 Incorporation\n\n> The members for the time being of the executive committee of the Girl Guides Association (New South Wales) shall be a body corporate under the name of “The Girl Guides Association of New South Wales” and by that name shall have perpetual succession and a common seal and may sue and be sued, and shall be capable of purchasing, holding, granting, demising, disposing of and alienating real and personal property, and of doing and suffering all such other acts and things as bodies corporate may by law do and suffer.","sortOrder":2},{"sectionNumber":"4","sectionType":"section","heading":"Vesting of property","content":"#### 4 Vesting of property\n\n4 Vesting of property\n\n> > (1) All property in New South Wales which at the commencement of this Act is vested in or held by any person in trust for or on behalf of or for the benefit of the Girl Guides Association (New South Wales) shall by virtue of this Act be divested from such person and shall vest in the corporation as from such commencement, and all property in New South Wales which shall at any time after such commencement be given, devised or bequeathed to any person in trust for or on behalf of or for the benefit of the Girl Guides Association (New South Wales) shall by virtue of this Act be divested from such person and shall vest in the corporation as from the date upon which such gift, devise or bequest takes effect.\n> \n> > (2) All property vested in the corporation by the operation of subsection one of this section shall be held by it subject to the conditions or trusts on which it was held immediately before such vesting.\n> \n> > (3) All rights accruing or accrued to any person in New South Wales on behalf of the Girl Guides Association (New South Wales) in respect of any property vested in the corporation by operation of subsection one of this section are hereby vested in the corporation and may be enforced by the corporation.\n> > \n> > All liabilities of the Girl Guides Association (New South Wales) or of any person in New South Wales on behalf of the Girl Guides Association (New South Wales) in respect of any property vested in the corporation by operation of subsection one of this section may be enforced against the corporation.\n> \n> > (4) In this section Girl Guides Association (New South Wales) includes any division, district, company, pack, local association or committee thereof.","sortOrder":3},{"sectionNumber":"5","sectionType":"section","heading":"Mode of dealing with property","content":"#### 5 Mode of dealing with property\n\n5 Mode of dealing with property\n\n> The corporation shall deal with or dispose of the property vested in the corporation in such manner, subject to any special trust affecting the same, as the executive committee thinks fit, but subject in the case of a mortgage or sale of real property to the following conditions:\n> \n> > (a) Any proposed mortgage or sale of real property shall be submitted in the first instance to an ordinary meeting of the executive committee, and shall be specially mentioned in the notice convening the meeting.\n> \n> > (b) At the next ordinary meeting of the executive committee of which seven days’ notice shall have been given, such proposed mortgage or sale of such real property, if approved by the previous meeting, shall be submitted to the meeting, and if approved of by not less than two-thirds of those present when the motion is put, may be carried into effect by the executive committee.\n> \n> > (c) A copy of the resolution of the executive committee directing the mortgage or sale if sealed with the seal of the corporation shall be conclusive evidence in favour of any person claiming by, through or under such mortgage or sale that such resolution has been duly passed in compliance with the provisions of this Act, and of the constitution.\n> \n> > (d) No purchaser or mortgagee shall be bound to see to the application of any moneys paid by him.","sortOrder":4},{"sectionNumber":"6","sectionType":"section","heading":"Seal and execution of documents","content":"#### 6 Seal and execution of documents\n\n6 Seal and execution of documents\n\n> It shall be lawful for the executive committee at any time to design and to change or alter the common seal of the corporation. Such seal shall be in the custody of the secretary of the Girl Guides Association (New South Wales) and shall not be affixed to any document except pursuant to a resolution of the executive committee.\n> \n> The execution of any document to which the common seal is affixed shall not be complete without the signature of two members of the executive committee:\n> \n> Provided that it shall not be necessary to require such seal to be affixed as evidence of the appointment by the said corporation of an attorney, solicitor, or proctor in or for the prosecution or defence of any action, suit, or other proceeding.","sortOrder":5},{"sectionNumber":"7","sectionType":"section","heading":"Service upon corporation","content":"#### 7 Service upon corporation\n\n7 Service upon corporation\n\n> Notice to or service upon the secretary of the Girl Guides Association (New South Wales) shall be deemed to be a notice to or service upon the corporation.","sortOrder":6},{"sectionNumber":"8","sectionType":"section","heading":"Constitution to be registered","content":"#### 8 Constitution to be registered\n\n8 Constitution to be registered\n\n> As soon as practicable after the commencement of this Act a copy of the Royal Charter dated the fourteenth day of December, one thousand nine hundred and twenty-two, incorporating The Girl Guides Association, and a copy of the constitution, each certified under the seal of the corporation, shall be registered in the office of the Registrar-General in the manner prescribed by regulations made under the Conveyancing Acts 1919–1943.\n> \n> Any further Royal Charter or any instrument effecting a change in the constitution shall be certified and registered in like manner.\n> \n> The production of a copy of any instrument so registered, certified by the Registrar-General or a Deputy Registrar-General, shall be received in all courts as conclusive evidence of the contents of the instrument; and in favour of any person dealing bona fide and for value with the corporation shall, together with this Act, be conclusive evidence of the objects and powers for the time being of the corporation unless such person shall have notice to the contrary.","sortOrder":7},{"sectionNumber":"9","sectionType":"section","heading":"Office","content":"#### 9 Office\n\n9 Office\n\n> As soon as practicable after the commencement of this Act a notification of the address of the office of the corporation in or to the effect of the form and in the manner prescribed by regulations made under the Conveyancing Acts 1919–1943 shall be registered in the office of the Registrar-General and a like notification of every change of address shall be registered in like manner.","sortOrder":8},{"sectionNumber":"10","sectionType":"section","heading":"Duty of secretary","content":"#### 10 Duty of secretary\n\n10 Duty of secretary\n\n> It shall be the duty of the secretary of the Girl Guides Association (New South Wales) to take all necessary steps to comply with the provisions of sections eight and nine of this Act.","sortOrder":9}],"analysis":{"flash_summary":{"complexity_score":2,"scope_assessment":{"changed":false,"description":"The Act does not expand the Association's objects; it converts the existing executive committee into a corporate entity, vests existing and future NSW property in that entity subject to existing trusts and liabilities, and prescribes governance and registration formalities. In effect the statute preserves and formalises prior arrangements rather than broadening the Association's legal scope."},"complexity_factors":["Straightforward single-purpose incorporation of the existing executive committee into a corporate body (s3).","Automatic vesting of existing and future property in the corporation while preserving prior trusts and liabilities, which creates clear title transfer mechanics but requires trust compliance (s4(1)–(3)).","Executive committee given broad discretion to deal with property, with a special internal approval process and two‑thirds voting threshold for sale or mortgage of real property (s5(a)–(b)); this imposes an internal governance step for significant transactions.","Formalities for common seal custody and execution of sealed documents (two committee signatures) and a rule that service on the secretary is service on the corporation create clear operational procedures (s6–s7).","Registration duties for the Royal Charter, constitution and office address and a specific duty on the secretary to effect registration create administrative compliance obligations (s8–s10).","Continuity clause making the pre‑existing constitution (as to the executive committee) the corporation's constitution subject to the Act introduces an interplay between statutory rules and the constitution that may require interpretive attention (s2(2))."],"plain_english_summary":"This Act turns the Girl Guides Association (New South Wales) executive committee into a corporation with perpetual succession, enabling it to hold and deal with real and personal property, sue and be sued, and operate under the existing Royal Charter and constitution.\n\nIt vests NSW property in the corporation, preserves existing trusts and liabilities, requires registration of the constitution and office, and sets controls on property transactions, seals and execution. It thereby changes who holds title and who is liable or responsible for compliance."},"summary":{"complexity_score":2,"scope_assessment":{"changed":false,"description":"Based on the available information, the Act has remained in its original form since 10 December 1951 with no amendments recorded. Its scope appears to have stayed exactly as originally intended — a narrow, purpose-specific incorporation of the Girl Guides Association in New South Wales."},"complexity_factors":["Single, narrow purpose — incorporation of one specific organisation","No amendments have been made since 1951, suggesting minimal complexity","Standard incorporation legislation of this era typically contains only a handful of clauses","No substantive text of the Act is visible in the provided document to assess further complexity","The Act predates modern incorporated associations legislation, meaning it is a bespoke (custom-made) incorporation rather than operating under a general framework"],"plain_english_summary":"The Act formally incorporates the Girl Guides Association in New South Wales, giving it its own legal identity so it can own property, enter contracts, sue and be sued, and continue regardless of membership changes. \n\nIt primarily benefits the Association’s members, leaders and volunteers by limiting personal liability and gives certainty to landlords, suppliers and donors. The statute is a brief, technical instrument and has remained unchanged since 10 December 1951."},"flash_summary_failed":{"failed":true,"reason":"Unauthenticated. Configure AI_GATEWAY_API_KEY or use a provider module. Learn more: https://ai-sdk.dev/unauthenticated-ai-gateway","source":"analysis-cron"},"issue_detection":{"absurdities":[],"contradictions":[]},"kimi_summary":{"content_quality":"ok","complexity_score":3,"scope_assessment":{"changed":false,"description":"The legislation remains tightly focused on its original purpose: incorporating the NSW branch of the Girl Guides and providing mechanisms for property holding and basic governance. The scope has not expanded beyond this narrow organisational purpose."},"complexity_factors":["Only 5 defined terms in the interpretation section (section 2)","Straightforward single-purpose legislation with no cross-references to other Acts except incidental mentions of the Conveyancing Acts for registration procedures","Simple conditional logic: only one substantive procedural requirement (the two-meeting, two-thirds rule for property sales in section 5)","No nested exceptions or complex definitional chains","Linear structure: 10 short sections covering incorporation, property transfer, property dealings, seal, service, registration, and office address","Legislation from 1951 using traditional drafting style but remains readable and concise"],"plain_english_summary":"**What this law does:**\n\nThis Act creates a legal \"body corporate\" (a legal entity that can act like a person) for the Girl Guides in New South Wales. Before this law, the Girl Guides couldn't own property or sign contracts in their own name — they had to rely on individual people to hold assets on their behalf. This Act fixes that problem.\n\n**Who it affects:**\n\n- **The Girl Guides Association (New South Wales)** — now becomes \"The Girl Guides Association of New South Wales,\" a legal entity that can own land, sign leases, borrow money, and be sued\n- **The executive committee** — the group of people running the NSW branch, who become the governing body of this new legal entity\n- **Anyone dealing with the Girl Guides** — donors, property sellers, banks lending money — who now have clearer legal protections\n\n**Key things the law does:**\n\n- **Transfers existing property** — Any land or assets already held by people \"in trust for\" the Girl Guides automatically switches to being owned by the new corporation\n- **Sets rules for selling property** — If the Girl Guides want to mortgage or sell real estate, they need two separate executive committee meetings, with two-thirds approval at the second meeting\n- **Creates a seal** — The corporation gets an official stamp (common seal) for signing important documents, kept by the secretary and requiring two committee members' signatures\n- **Registers key documents** — The Royal Charter and constitution must be filed with the Registrar-General so the public can check what the organisation is allowed to do\n\n**Why it matters:**\n\nWithout this Act, the Girl Guides couldn't reliably own a campsite, lease a hall, or receive a bequest in a will. The law gives the organisation legal personality — the ability to hold property, enter contracts, and sue or be sued — while keeping the existing committee structure and protecting people who deal with the organisation in good faith."}},"importantCases":[],"_links":{"self":"/api/acts/girl-guides-association-new-south-wales-incorporation-act-1951","history":"/api/acts/girl-guides-association-new-south-wales-incorporation-act-1951/history","analysis":"/api/acts/girl-guides-association-new-south-wales-incorporation-act-1951/analysis","conflicts":"/api/acts/girl-guides-association-new-south-wales-incorporation-act-1951/conflicts","importantCases":"/api/acts/girl-guides-association-new-south-wales-incorporation-act-1951/important-cases","documents":"/api/acts/girl-guides-association-new-south-wales-incorporation-act-1951/documents"}}