{"id":"qld:act-1994-054","name":"Roman Catholic Church (Incorporation of Church Entities) Act 1994","slug":"roman-catholic-church-incorporation-of-church-entities-act-1994","collection":"act","jurisdiction":"qld","status":"in_force","isInForce":true,"actNumber":"54 of 1994","makingDate":null,"administeringDepartment":null,"currentVersion":{"id":104760,"registerId":"qld-act-1994-054-current","compilationNumber":null,"startDate":"2026-04-03","status":"InForce","reasons":null,"registeredAt":null},"sections":[{"sectionNumber":"pt.1","sectionType":"part","heading":"Preliminary","content":"# Preliminary","sortOrder":0},{"sectionNumber":"sec.1","sectionType":"section","heading":"Short title","content":"### sec.1 Short title\n\nThis Act may be cited as the Roman Catholic Church (Incorporation of Church Entities) Act 1994 .","sortOrder":1},{"sectionNumber":"sec.2","sectionType":"section","heading":null,"content":"### Section sec.2\n\ns 2 om 1999 No. 63 s 78 sch 2","sortOrder":2},{"sectionNumber":"sec.3","sectionType":"section","heading":"Definitions","content":"### sec.3 Definitions\n\nIn this Act—\nAI Act means the Associations Incorporation Act 1981 .\nAI Act corporation see section 14 (a) .\nassociated entity means a discrete service, work, activity or part of—\na diocese or archdiocese, or the trustees of a diocese or archdiocese, of the church; or\na religious institute or the members of a religious institute; or\na juridical person, or a juridical person’s competent authority; or\n1 or more holders of an office of the church under canon law.\ns 3 def associated entity ins 1999 No. 63 s 79 (2)\nbishop means a person holding appointment as the bishop of a church diocese, or the archbishop of a church archdiocese, under canon law.\ns 3 def bishop amd 1999 No. 63 s 79 (3)\ncanon law means the Code of Canon Law of the church and the statutes of juridical persons.\ns 3 def canon law ins 1999 No. 63 s 79 (2)\nchurch means the Roman Catholic Church.\nchurch entity means—\na diocese or archdiocese, or the trustees of a diocese or archdiocese, of the church; or\na religious institute or the members of a religious institute; or\na juridical person, or a juridical person’s competent authority; or\n1 or more holders of an office of the church under canon law; or\nan associated entity.\ns 3 def church entity amd 1999 No. 63 s 79 (4)\nCode of Canon Law ...\ns 3 def Code of Canon Law om 1999 No. 63 s 79 (1)\ncompetent authority , of a juridical person or religious institute, means the person’s or institute’s competent authority as decided under canon law.\ns 3 def competent authority ins 1999 No. 63 s 79 (2)\nconstituent documents , for a church entity or an incorporated church entity, mean the constitution, rules, articles or other similar documents of the entity.\nCorporation of the Bishops means the Corporation of the Roman Catholic Bishops of Queensland.\nexisting church corporation see section 15 .\nincorporated church entity means—\nan entity established under this Act; or\nan AI Act corporation established under this Act; or\na RECI Act corporation established under this Act;\nand includes—\nthe Corporation of the Bishops; and\nfor part 5 —an AI Act corporation or RECI Act corporation that is not established under this Act.\ns 3 def incorporated church entity sub 1999 No. 63 s 79 (1) – (2)\njuridical person means a juridical person under canon law.\ns 3 def juridical person ins 1999 No. 63 s 79 (2)\nofficer of an incorporated church entity includes—\na person who constitutes the entity (whether alone or with others) under canon law; and\nan employee of the entity.\ns 3 def officer amd 1999 No. 63 s 79 (3)\npublic juridical person means a juridical person that is a public juridical person under canon law.\ns 3 def public juridical person ins 2013 No. 62 s 48\nRECI Act means the repealed Religious Educational and Charitable Institutions Act 1861 .\nThe RECI Act was repealed by section 4 (now renumbered as section 144 ) of the Associations Incorporation Act 1981 . However, letters patent under the RECI Act were continued in force by the section.\nRECI Act corporation see section 14 (b) .\nreligious institute means an Institute of Consecrated Life or a Society of Apostolic Life.\ns 3 def religious institute ins 1999 No. 63 s 79 (2)\n- (a) a diocese or archdiocese, or the trustees of a diocese or archdiocese, of the church; or\n- (b) a religious institute or the members of a religious institute; or\n- (c) a juridical person, or a juridical person’s competent authority; or\n- (d) 1 or more holders of an office of the church under canon law.\n- (a) a diocese or archdiocese, or the trustees of a diocese or archdiocese, of the church; or\n- (b) a religious institute or the members of a religious institute; or\n- (c) a juridical person, or a juridical person’s competent authority; or\n- (d) 1 or more holders of an office of the church under canon law; or\n- (e) an associated entity.\n- (a) an entity established under this Act; or\n- (b) an AI Act corporation established under this Act; or\n- (c) a RECI Act corporation established under this Act;\n- (d) the Corporation of the Bishops; and\n- (e) for part 5 —an AI Act corporation or RECI Act corporation that is not established under this Act.\n- (a) a person who constitutes the entity (whether alone or with others) under canon law; and\n- (b) an employee of the entity.","sortOrder":3},{"sectionNumber":"sec.4","sectionType":"section","heading":"Interpretation and application of canon law","content":"### sec.4 Interpretation and application of canon law\n\nFor the purpose of applying canon law to matters under this Act, canon law must be interpreted and applied in a way consistent with decisions about the matters by church authorities who ordinarily decide them.\ns 4 amd 1999 No. 63 s 80","sortOrder":4},{"sectionNumber":"pt.2","sectionType":"part","heading":"Establishment and composition of the Corporation of the Bishops","content":"# Establishment and composition of the Corporation of the Bishops","sortOrder":5},{"sectionNumber":"sec.5","sectionType":"section","heading":"Establishment of Corporation of Bishops","content":"### sec.5 Establishment of Corporation of Bishops\n\nA corporation called the Corporation of the Roman Catholic Bishops of Queensland is established.","sortOrder":6},{"sectionNumber":"sec.6","sectionType":"section","heading":"Composition of corporation","content":"### sec.6 Composition of corporation\n\nThe Corporation of the Bishops consists of the persons for the time being holding appointment as bishop.","sortOrder":7},{"sectionNumber":"sec.7","sectionType":"section","heading":"Perpetual succession etc. of corporation","content":"### sec.7 Perpetual succession etc. of corporation\n\nThe Corporation of the Bishops—\nhas perpetual succession; and\nhas a seal; and\nmay sue and be sued in its corporate name.\n- (a) has perpetual succession; and\n- (b) has a seal; and\n- (c) may sue and be sued in its corporate name.","sortOrder":8},{"sectionNumber":"sec.8","sectionType":"section","heading":"Certificate of incorporation","content":"### sec.8 Certificate of incorporation\n\nThe chief executive must immediately issue a certificate of incorporation for the Corporation of the Bishops and give it to the person holding appointment as archbishop of Brisbane under the Code of Canon Law.","sortOrder":9},{"sectionNumber":"pt.3","sectionType":"part","heading":"Incorporation of church entities","content":"# Incorporation of church entities","sortOrder":10},{"sectionNumber":"sec.9","sectionType":"section","heading":"Request to incorporate church entity","content":"### sec.9 Request to incorporate church entity\n\nA bishop may ask the chief executive to incorporate a church entity functioning in the bishop’s diocese or archdiocese.\nThe Corporation of the Bishops may also ask the chief executive to incorporate a church entity.\nBefore asking for incorporation of a religious institute or an associated entity of a religious institute, the bishop or Corporation of the Bishops must obtain written consent to the making of the request from the religious institute’s competent authority who has jurisdiction for the State.\nBefore asking for incorporation of a public juridical person or an associated entity of a public juridical person, the bishop or Corporation of the Bishops must obtain written consent to the making of the request from the public juridical person’s competent authority who has jurisdiction for the State.\nIf the request is for the incorporation of an associated entity of a religious institute or a public juridical person, the consent under subsection (2A) or (2AA) must state any assets that are to vest in the associated entity on its establishment as a corporation under this part.\nThe request must—\nbe in a form approved by the chief executive; and\nstate the church entity; and\nstate the entity is a church entity; and\nstate the proposed name for the church entity; and\nif the request is for the incorporation of an associated entity, other than an associated entity of a religious institute or a public juridical person—state any assets that are to vest in the associated entity on its establishment as a corporation under this part; and\nif the request is for the incorporation of a religious institute, a public juridical person or an associated entity of a religious institute or public juridical person—be accompanied by a copy of the consent mentioned in subsection (2A) or (2AA) .\nIf there are constituent documents for the church entity and these are readily available to the bishop or Corporation of the Bishops, a copy of the documents certified as correct by the bishop or corporation must accompany the request.\ns 9 amd 1999 No. 63 s 81 ; 2013 No. 62 s 49\n(sec.9-ssec.1) A bishop may ask the chief executive to incorporate a church entity functioning in the bishop’s diocese or archdiocese.\n(sec.9-ssec.2) The Corporation of the Bishops may also ask the chief executive to incorporate a church entity.\n(sec.9-ssec.2A) Before asking for incorporation of a religious institute or an associated entity of a religious institute, the bishop or Corporation of the Bishops must obtain written consent to the making of the request from the religious institute’s competent authority who has jurisdiction for the State.\n(sec.9-ssec.2AA) Before asking for incorporation of a public juridical person or an associated entity of a public juridical person, the bishop or Corporation of the Bishops must obtain written consent to the making of the request from the public juridical person’s competent authority who has jurisdiction for the State.\n(sec.9-ssec.2B) If the request is for the incorporation of an associated entity of a religious institute or a public juridical person, the consent under subsection (2A) or (2AA) must state any assets that are to vest in the associated entity on its establishment as a corporation under this part.\n(sec.9-ssec.3) The request must— be in a form approved by the chief executive; and state the church entity; and state the entity is a church entity; and state the proposed name for the church entity; and if the request is for the incorporation of an associated entity, other than an associated entity of a religious institute or a public juridical person—state any assets that are to vest in the associated entity on its establishment as a corporation under this part; and if the request is for the incorporation of a religious institute, a public juridical person or an associated entity of a religious institute or public juridical person—be accompanied by a copy of the consent mentioned in subsection (2A) or (2AA) .\n(sec.9-ssec.4) If there are constituent documents for the church entity and these are readily available to the bishop or Corporation of the Bishops, a copy of the documents certified as correct by the bishop or corporation must accompany the request.\n- (a) be in a form approved by the chief executive; and\n- (b) state the church entity; and\n- (c) state the entity is a church entity; and\n- (d) state the proposed name for the church entity; and\n- (e) if the request is for the incorporation of an associated entity, other than an associated entity of a religious institute or a public juridical person—state any assets that are to vest in the associated entity on its establishment as a corporation under this part; and\n- (f) if the request is for the incorporation of a religious institute, a public juridical person or an associated entity of a religious institute or public juridical person—be accompanied by a copy of the consent mentioned in subsection (2A) or (2AA) .","sortOrder":11},{"sectionNumber":"sec.10","sectionType":"section","heading":"Certificate of incorporation","content":"### sec.10 Certificate of incorporation\n\nIf the chief executive receives a request under section 9 (Request to incorporate church entity) and is satisfied that the section has been complied with, the chief executive must issue a certificate of incorporation for the church entity.\nThe church entity becomes a corporation established under this part on the issue of the certificate.\nThe corporation has the name specified in the certificate.\nThe chief executive must give the certificate to the Corporation of the Bishops.\n(sec.10-ssec.1) If the chief executive receives a request under section 9 (Request to incorporate church entity) and is satisfied that the section has been complied with, the chief executive must issue a certificate of incorporation for the church entity.\n(sec.10-ssec.2) The church entity becomes a corporation established under this part on the issue of the certificate.\n(sec.10-ssec.3) The corporation has the name specified in the certificate.\n(sec.10-ssec.4) The chief executive must give the certificate to the Corporation of the Bishops.","sortOrder":12},{"sectionNumber":"sec.11","sectionType":"section","heading":"Composition of corporation","content":"### sec.11 Composition of corporation\n\nIf persons constitute the church entity under canon law, the corporation consists of those persons.\nIf the church entity consists of the holder of an office or the holders of offices, the corporation consists of the person or persons holding the office or offices from time to time.\ns 11 amd 1999 No. 63 s 78 sch 2\n(sec.11-ssec.1) If persons constitute the church entity under canon law, the corporation consists of those persons.\n(sec.11-ssec.2) If the church entity consists of the holder of an office or the holders of offices, the corporation consists of the person or persons holding the office or offices from time to time.","sortOrder":13},{"sectionNumber":"sec.11A","sectionType":"section","heading":"Vesting of assets","content":"### sec.11A Vesting of assets\n\nOn the establishment of a church entity, other than an associated entity, as a corporation under this part, the church entity’s assets vest in the corporation.\nOn the establishment of an associated entity as a corporation under this part, the following assets vest in the corporation—\nfor an associated entity of a religious institute or a public juridical person—only the assets stated in the consent mentioned in section 9 (2A) or (2AA) ;\nfor another associated entity—only the assets stated in the request under section 9 (3) (e) .\ns 11A ins 1999 No. 63 s 82\namd 2013 No. 62 s 50\n(sec.11A-ssec.1) On the establishment of a church entity, other than an associated entity, as a corporation under this part, the church entity’s assets vest in the corporation.\n(sec.11A-ssec.2) On the establishment of an associated entity as a corporation under this part, the following assets vest in the corporation— for an associated entity of a religious institute or a public juridical person—only the assets stated in the consent mentioned in section 9 (2A) or (2AA) ; for another associated entity—only the assets stated in the request under section 9 (3) (e) .\n- (a) for an associated entity of a religious institute or a public juridical person—only the assets stated in the consent mentioned in section 9 (2A) or (2AA) ;\n- (b) for another associated entity—only the assets stated in the request under section 9 (3) (e) .","sortOrder":14},{"sectionNumber":"sec.11B","sectionType":"section","heading":"Transfer of rights and liabilities","content":"### sec.11B Transfer of rights and liabilities\n\nOn the establishment of a church entity as a corporation under this part—\nthe rights and liabilities of the entity become the rights and liabilities of the corporation; and\na legal proceeding by or against the entity that has not been finished before the establishment may be continued and finished by or against the corporation.\ns 11B ins 1999 No. 63 s 82\n- (a) the rights and liabilities of the entity become the rights and liabilities of the corporation; and\n- (b) a legal proceeding by or against the entity that has not been finished before the establishment may be continued and finished by or against the corporation.","sortOrder":15},{"sectionNumber":"sec.12","sectionType":"section","heading":"Seal etc. of corporation","content":"### sec.12 Seal etc. of corporation\n\nThe corporation—\nhas a seal; and\nmay sue and be sued in its corporate name.\nIf the corporation has corporators, the corporation has perpetual succession.\n(sec.12-ssec.1) The corporation— has a seal; and may sue and be sued in its corporate name.\n(sec.12-ssec.2) If the corporation has corporators, the corporation has perpetual succession.\n- (a) has a seal; and\n- (b) may sue and be sued in its corporate name.","sortOrder":16},{"sectionNumber":"sec.13","sectionType":"section","heading":"Person acting for corporation","content":"### sec.13 Person acting for corporation\n\nAnything done in the name of or for the corporation by a person who may act for the corporation under the corporation’s constituent documents or canon law is taken to have been done by the corporation.\ns 13 amd 1999 No. 63 s 78 sch 2","sortOrder":17},{"sectionNumber":"pt.4","sectionType":"part","heading":"Establishment under this part of certain church corporations established under other Acts","content":"# Establishment under this part of certain church corporations established under other Acts","sortOrder":18},{"sectionNumber":"sec.14","sectionType":"section","heading":"Application of part","content":"### sec.14 Application of part\n\nThis part applies to—\nan incorporated association under the AI Act consisting of a church entity (an AI Act corporation ); or\na corporation, established by letters patent, under the RECI Act consisting of a church entity (an RECI Act corporation ).\n- (a) an incorporated association under the AI Act consisting of a church entity (an AI Act corporation ); or\n- (b) a corporation, established by letters patent, under the RECI Act consisting of a church entity (an RECI Act corporation ).","sortOrder":19},{"sectionNumber":"sec.15","sectionType":"section","heading":"Meaning of existing church corporation","content":"### sec.15 Meaning of existing church corporation\n\nIn this part—\nexisting church corporation means an AI Act corporation or a RECI Act corporation.","sortOrder":20},{"sectionNumber":"sec.16","sectionType":"section","heading":"Request to establish existing church corporation under this part","content":"### sec.16 Request to establish existing church corporation under this part\n\nA bishop may ask the chief executive to establish, under this part, an existing church corporation functioning in the bishop’s diocese or archdiocese.\nThe Corporation of the Bishops may also ask the chief executive to establish an existing church corporation under the part.\nHowever, if the existing church corporation is a religious institute or an associated entity of a religious institute, a request for establishment may be made only if the religious institute’s competent authority who has jurisdiction for the State has given written consent to the making of the request.\nHowever, if the existing church corporation is a public juridical person or an associated entity of a public juridical person, a request for establishment may be made only if the public juridical person’s competent authority who has jurisdiction for the State has given written consent to the making of the request.\nThe consent must be given to the bishop or Corporation of the Bishops making the request.\nThe request must—\nbe in a form approved by the chief executive; and\nstate the existing church corporation; and\nstate whether the corporation is an AI Act or RECI Act corporation; and\nif the existing church corporation is a religious institute, a public juridical person or an associated entity of a religious institute or public juridical person—be accompanied by a copy of the consent mentioned in subsection (2A) or (2AA) .\nIf there are constituent documents for the church entity which the corporation consists of and these are readily available to the bishop or Corporation of the Bishops, a copy of the documents certified as correct by the bishop or corporation must accompany the request.\ns 16 amd 1999 No. 63 s 83 ; 2013 No. 62 s 51\n(sec.16-ssec.1) A bishop may ask the chief executive to establish, under this part, an existing church corporation functioning in the bishop’s diocese or archdiocese.\n(sec.16-ssec.2) The Corporation of the Bishops may also ask the chief executive to establish an existing church corporation under the part.\n(sec.16-ssec.2A) However, if the existing church corporation is a religious institute or an associated entity of a religious institute, a request for establishment may be made only if the religious institute’s competent authority who has jurisdiction for the State has given written consent to the making of the request.\n(sec.16-ssec.2AA) However, if the existing church corporation is a public juridical person or an associated entity of a public juridical person, a request for establishment may be made only if the public juridical person’s competent authority who has jurisdiction for the State has given written consent to the making of the request.\n(sec.16-ssec.2B) The consent must be given to the bishop or Corporation of the Bishops making the request.\n(sec.16-ssec.3) The request must— be in a form approved by the chief executive; and state the existing church corporation; and state whether the corporation is an AI Act or RECI Act corporation; and if the existing church corporation is a religious institute, a public juridical person or an associated entity of a religious institute or public juridical person—be accompanied by a copy of the consent mentioned in subsection (2A) or (2AA) .\n(sec.16-ssec.4) If there are constituent documents for the church entity which the corporation consists of and these are readily available to the bishop or Corporation of the Bishops, a copy of the documents certified as correct by the bishop or corporation must accompany the request.\n- (a) be in a form approved by the chief executive; and\n- (b) state the existing church corporation; and\n- (c) state whether the corporation is an AI Act or RECI Act corporation; and\n- (d) if the existing church corporation is a religious institute, a public juridical person or an associated entity of a religious institute or public juridical person—be accompanied by a copy of the consent mentioned in subsection (2A) or (2AA) .","sortOrder":21},{"sectionNumber":"sec.17","sectionType":"section","heading":"Certificate of incorporation under this Act","content":"### sec.17 Certificate of incorporation under this Act\n\nIf the chief executive receives a request under section 16 (Request to establish existing church corporation under this part) and is satisfied that the section has been complied with, the chief executive must issue a certificate of incorporation for the existing church corporation.\nOn the issue of the certificate, the existing church corporation is established under this part as a corporation with the same name and constitution.\nThe chief executive must give the certificate to the Corporation of the Bishops.\n(sec.17-ssec.1) If the chief executive receives a request under section 16 (Request to establish existing church corporation under this part) and is satisfied that the section has been complied with, the chief executive must issue a certificate of incorporation for the existing church corporation.\n(sec.17-ssec.2) On the issue of the certificate, the existing church corporation is established under this part as a corporation with the same name and constitution.\n(sec.17-ssec.3) The chief executive must give the certificate to the Corporation of the Bishops.","sortOrder":22},{"sectionNumber":"sec.18","sectionType":"section","heading":"Composition of corporation","content":"### sec.18 Composition of corporation\n\nIf, under canon law, persons constitute the church entity of which an existing church corporation established under this part consists, the corporation consists of those persons.\nIf the church entity consists of the holder of an office or the holders of offices, the corporation consists of the person or persons holding the office or offices from time to time.\ns 18 amd 1999 No. 63 s 78 sch 2\n(sec.18-ssec.1) If, under canon law, persons constitute the church entity of which an existing church corporation established under this part consists, the corporation consists of those persons.\n(sec.18-ssec.2) If the church entity consists of the holder of an office or the holders of offices, the corporation consists of the person or persons holding the office or offices from time to time.","sortOrder":23},{"sectionNumber":"sec.19","sectionType":"section","heading":"Seal etc. of existing church corporation","content":"### sec.19 Seal etc. of existing church corporation\n\nAn existing church corporation established under this part—\nhas a seal; and\nmay sue and be sued in its corporate name.\nIf the corporation has corporators, the corporation has perpetual succession.\n(sec.19-ssec.1) An existing church corporation established under this part— has a seal; and may sue and be sued in its corporate name.\n(sec.19-ssec.2) If the corporation has corporators, the corporation has perpetual succession.\n- (a) has a seal; and\n- (b) may sue and be sued in its corporate name.","sortOrder":24},{"sectionNumber":"sec.20","sectionType":"section","heading":"Person acting for existing church corporation","content":"### sec.20 Person acting for existing church corporation\n\nAnything done in the name of or for an existing church corporation established under this part by a person who may act for the corporation under the corporations’s constituent documents or canon law is taken to have been done by the corporation.\ns 20 amd 1999 No. 63 s 78 sch 2","sortOrder":25},{"sectionNumber":"sec.21","sectionType":"section","heading":"Establishment under this part does not affect legal personality etc.","content":"### sec.21 Establishment under this part does not affect legal personality etc.\n\nThe establishment of an existing church corporation under this part does not—\naffect the corporation’s legal personality or identity; or\naffect a right, entitlement or liability of the corporation or anyone else; or\nmake legal proceedings by or against the corporation defective; or\nnullify any exemption given to, or benefit enjoyed by, the corporation because of its incorporation under the AI Act or the RECI Act.\nWithout limiting subsection (1) , the establishment of the corporation under this part does not affect any right, entitlement, liability, exemption or benefit the corporation would have had or enjoyed apart from its establishment under this part.\nIn addition, but without limiting subsection (1) , if a legal proceeding might have been continued or started by or against the existing church corporation before the establishment, it may be continued or started by or against it after the establishment.\nTo remove doubt, it is declared that the assets held by the existing church corporation immediately before its establishment under this part become, on the establishment, the assets of the corporation established under this part.\ns 21 amd 1999 No. 63 s 84\n(sec.21-ssec.1) The establishment of an existing church corporation under this part does not— affect the corporation’s legal personality or identity; or affect a right, entitlement or liability of the corporation or anyone else; or make legal proceedings by or against the corporation defective; or nullify any exemption given to, or benefit enjoyed by, the corporation because of its incorporation under the AI Act or the RECI Act.\n(sec.21-ssec.2) Without limiting subsection (1) , the establishment of the corporation under this part does not affect any right, entitlement, liability, exemption or benefit the corporation would have had or enjoyed apart from its establishment under this part.\n(sec.21-ssec.3) In addition, but without limiting subsection (1) , if a legal proceeding might have been continued or started by or against the existing church corporation before the establishment, it may be continued or started by or against it after the establishment.\n(sec.21-ssec.4) To remove doubt, it is declared that the assets held by the existing church corporation immediately before its establishment under this part become, on the establishment, the assets of the corporation established under this part.\n- (a) affect the corporation’s legal personality or identity; or\n- (b) affect a right, entitlement or liability of the corporation or anyone else; or\n- (c) make legal proceedings by or against the corporation defective; or\n- (d) nullify any exemption given to, or benefit enjoyed by, the corporation because of its incorporation under the AI Act or the RECI Act.","sortOrder":26},{"sectionNumber":"sec.22","sectionType":"section","heading":"Establishment under this part does not affect existing legal relationships","content":"### sec.22 Establishment under this part does not affect existing legal relationships\n\nWithout limiting section 21 (1) (Establishment under this part does not affect legal personality etc.), the establishment of an existing church corporation under this part—\ndoes not place the corporation in breach of contract or otherwise make it guilty of a civil wrong; and\ndoes not make the corporation in breach of any instrument, including, for example, an instrument prohibiting, restricting or regulating the assignment or transfer of any right or liability; and\nis not taken to fulfil a condition—\nallowing a person to terminate an instrument or liability or modify the operation or effect of an instrument or liability; or\nrequiring any amount to be paid before its stated maturity; and\ndoes not release a surety or other obligee (in whole or part) from an obligation.\n- (a) does not place the corporation in breach of contract or otherwise make it guilty of a civil wrong; and\n- (b) does not make the corporation in breach of any instrument, including, for example, an instrument prohibiting, restricting or regulating the assignment or transfer of any right or liability; and\n- (c) is not taken to fulfil a condition— (i) allowing a person to terminate an instrument or liability or modify the operation or effect of an instrument or liability; or (ii) requiring any amount to be paid before its stated maturity; and\n- (i) allowing a person to terminate an instrument or liability or modify the operation or effect of an instrument or liability; or\n- (ii) requiring any amount to be paid before its stated maturity; and\n- (d) does not release a surety or other obligee (in whole or part) from an obligation.\n- (i) allowing a person to terminate an instrument or liability or modify the operation or effect of an instrument or liability; or\n- (ii) requiring any amount to be paid before its stated maturity; and","sortOrder":27},{"sectionNumber":"sec.23","sectionType":"section","heading":"Incorporation under AI Act ceases","content":"### sec.23 Incorporation under AI Act ceases\n\nOn the issue of a certificate of incorporation under this Act for an AI Act corporation, the corporation ceases to be an incorporated association under the AI Act and its certificate of incorporation under that Act is cancelled.","sortOrder":28},{"sectionNumber":"sec.24","sectionType":"section","heading":"Letters patent under RECI Act cancelled","content":"### sec.24 Letters patent under RECI Act cancelled\n\nDespite section 4 (2) of the AI Act, on the issue of a certificate of incorporation under this Act for a RECI Act corporation the letters patent under the RECI Act for the corporation are cancelled.","sortOrder":29},{"sectionNumber":"pt.5","sectionType":"part","heading":"Legal capacity and powers of incorporated church entities","content":"# Legal capacity and powers of incorporated church entities","sortOrder":30},{"sectionNumber":"pt.5-div.1","sectionType":"division","heading":"Powers and legal capacity generally","content":"## Powers and legal capacity generally","sortOrder":31},{"sectionNumber":"sec.25","sectionType":"section","heading":"Powers and legal capacity generally","content":"### sec.25 Powers and legal capacity generally\n\nIn performing its objects or functions, an incorporated church entity has all the powers, and the legal capacity, of an individual.\nThe entity may, for example—\nenter into contracts; and\nacquire, hold, deal with and dispose of property; and\ninvest and deal with money; and\ndo other things necessary or convenient to be done in performing its objects or functions.\nThe entity may exercise its powers—\ninside and outside Queensland; and\ninside and outside Australia.\nThe fact that the doing of an act by the entity would not be, or is not, in its best interests does not affect its power or legal capacity to do the act.\n(sec.25-ssec.1) In performing its objects or functions, an incorporated church entity has all the powers, and the legal capacity, of an individual.\n(sec.25-ssec.2) The entity may, for example— enter into contracts; and acquire, hold, deal with and dispose of property; and invest and deal with money; and do other things necessary or convenient to be done in performing its objects or functions.\n(sec.25-ssec.3) The entity may exercise its powers— inside and outside Queensland; and inside and outside Australia.\n(sec.25-ssec.4) The fact that the doing of an act by the entity would not be, or is not, in its best interests does not affect its power or legal capacity to do the act.\n- (a) enter into contracts; and\n- (b) acquire, hold, deal with and dispose of property; and\n- (c) invest and deal with money; and\n- (d) do other things necessary or convenient to be done in performing its objects or functions.\n- (a) inside and outside Queensland; and\n- (b) inside and outside Australia.","sortOrder":32},{"sectionNumber":"sec.25A","sectionType":"section","heading":"Holding property on trust for unincorporated juridical person","content":"### sec.25A Holding property on trust for unincorporated juridical person\n\nThis section applies if an incorporated church entity holds property under canon law on behalf of a juridical person who is not an incorporated church entity (an unincorporated juridical person ).\nThe incorporated church entity holds the property on trust for—\nif the property held under subsection (1) is given for a specific trust purpose of the unincorporated juridical person—the specified purpose; or\nif no purpose is specified—the religious, educational and charitable purposes of the unincorporated juridical person.\nThe incorporated church entity may exercise any of the powers of an incorporated church entity under section 25 as a trustee for the benefit of the unincorporated juridical person, in accordance with—\ncanon law; and\na law of the State or the general law.\nIn proceedings against a trustee involving either of the following, the trustee’s liability is limited to the value of the property held on trust for the unincorporated juridical person—\nthe property held on trust under this section;\nthe transactions or activities conducted as trustee for the unincorporated juridical person.\nHowever, subsection (4) does not apply to a trustee who acts fraudulently in exercising the powers of a trustee.\nIt is sufficient compliance with the Property Law Act 2023 , section 8 (2) , if the trustee issues a written certificate that complies with subsection (7) to record the following—\nthe property is held on trust by the incorporated church entity;\nthe unincorporated juridical person for which the incorporated church entity holds the property on trust;\ndetails of the transactions or activities conducted as trustee for the unincorporated juridical person.\nA certificate mentioned in subsection (6) must be executed by the seal of the incorporated church entity or signed by a person authorised by the incorporated church entity for that purpose.\nThe trustee must make a copy of the certificate mentioned in subsection (6) available to a person on request.\ns 25A ins 2013 No. 62 s 52\namd 2023 No. 27 s 289 sch 3\n(sec.25A-ssec.1) This section applies if an incorporated church entity holds property under canon law on behalf of a juridical person who is not an incorporated church entity (an unincorporated juridical person ).\n(sec.25A-ssec.2) The incorporated church entity holds the property on trust for— if the property held under subsection (1) is given for a specific trust purpose of the unincorporated juridical person—the specified purpose; or if no purpose is specified—the religious, educational and charitable purposes of the unincorporated juridical person.\n(sec.25A-ssec.3) The incorporated church entity may exercise any of the powers of an incorporated church entity under section 25 as a trustee for the benefit of the unincorporated juridical person, in accordance with— canon law; and a law of the State or the general law.\n(sec.25A-ssec.4) In proceedings against a trustee involving either of the following, the trustee’s liability is limited to the value of the property held on trust for the unincorporated juridical person— the property held on trust under this section; the transactions or activities conducted as trustee for the unincorporated juridical person.\n(sec.25A-ssec.5) However, subsection (4) does not apply to a trustee who acts fraudulently in exercising the powers of a trustee.\n(sec.25A-ssec.6) It is sufficient compliance with the Property Law Act 2023 , section 8 (2) , if the trustee issues a written certificate that complies with subsection (7) to record the following— the property is held on trust by the incorporated church entity; the unincorporated juridical person for which the incorporated church entity holds the property on trust; details of the transactions or activities conducted as trustee for the unincorporated juridical person.\n(sec.25A-ssec.7) A certificate mentioned in subsection (6) must be executed by the seal of the incorporated church entity or signed by a person authorised by the incorporated church entity for that purpose.\n(sec.25A-ssec.8) The trustee must make a copy of the certificate mentioned in subsection (6) available to a person on request.\n- (a) if the property held under subsection (1) is given for a specific trust purpose of the unincorporated juridical person—the specified purpose; or\n- (b) if no purpose is specified—the religious, educational and charitable purposes of the unincorporated juridical person.\n- (a) canon law; and\n- (b) a law of the State or the general law.\n- (a) the property held on trust under this section;\n- (b) the transactions or activities conducted as trustee for the unincorporated juridical person.\n- (a) the property is held on trust by the incorporated church entity;\n- (b) the unincorporated juridical person for which the incorporated church entity holds the property on trust;\n- (c) details of the transactions or activities conducted as trustee for the unincorporated juridical person.","sortOrder":33},{"sectionNumber":"sec.25B","sectionType":"section","heading":"Variation of purposes of charitable trust","content":"### sec.25B Variation of purposes of charitable trust\n\nThis section applies to a charitable trust if—\nan incorporated church entity is the trustee of the trust; and\nthe trustee reasonably considers the original purpose of the trust—\nhas been as far as may be fulfilled; or\ncan not be carried out; or\ndoes not provide a community or religious benefit.\nBy resolution, the trustee may vary the charitable purpose of the trust (the original purpose ) to—\na different purpose that is also a charitable purpose but closely related to the original purpose; or\nif the trustee is reasonably satisfied it is not practicable to comply with paragraph (a) —another purpose that is charitable and connected to the church.\nThe trustee must make a copy of the resolution available to a person on request.\nIn this section—\ncharitable trust means a trust established for a charitable purpose, whether before or after commencement of this section.\ns 25B ins 2013 No. 62 s 52\n(sec.25B-ssec.1) This section applies to a charitable trust if— an incorporated church entity is the trustee of the trust; and the trustee reasonably considers the original purpose of the trust— has been as far as may be fulfilled; or can not be carried out; or does not provide a community or religious benefit.\n(sec.25B-ssec.2) By resolution, the trustee may vary the charitable purpose of the trust (the original purpose ) to— a different purpose that is also a charitable purpose but closely related to the original purpose; or if the trustee is reasonably satisfied it is not practicable to comply with paragraph (a) —another purpose that is charitable and connected to the church.\n(sec.25B-ssec.3) The trustee must make a copy of the resolution available to a person on request.\n(sec.25B-ssec.4) In this section— charitable trust means a trust established for a charitable purpose, whether before or after commencement of this section.\n- (a) an incorporated church entity is the trustee of the trust; and\n- (b) the trustee reasonably considers the original purpose of the trust— (i) has been as far as may be fulfilled; or (ii) can not be carried out; or (iii) does not provide a community or religious benefit.\n- (i) has been as far as may be fulfilled; or\n- (ii) can not be carried out; or\n- (iii) does not provide a community or religious benefit.\n- (i) has been as far as may be fulfilled; or\n- (ii) can not be carried out; or\n- (iii) does not provide a community or religious benefit.\n- (a) a different purpose that is also a charitable purpose but closely related to the original purpose; or\n- (b) if the trustee is reasonably satisfied it is not practicable to comply with paragraph (a) —another purpose that is charitable and connected to the church.","sortOrder":34},{"sectionNumber":"sec.25C","sectionType":"section","heading":"Pooling of trust money into one investment fund","content":"### sec.25C Pooling of trust money into one investment fund\n\nThis section applies if an incorporated church entity holds any money on trust under more than one trust.\nSubject to any express provision to the contrary in a trust deed or other relevant document, the incorporated church entity may—\npool the money into one fund; and\ninvest the money as one fund.\nThe incorporated church entity must distribute any income or losses arising from the pooling and investment of money under subsection (2) rateably among the trusts for which money was pooled and invested.\nIn this section—\ntrust means a trust established before or after the commencement of this section.\ns 25C ins 2013 No. 62 s 52\n(sec.25C-ssec.1) This section applies if an incorporated church entity holds any money on trust under more than one trust.\n(sec.25C-ssec.2) Subject to any express provision to the contrary in a trust deed or other relevant document, the incorporated church entity may— pool the money into one fund; and invest the money as one fund.\n(sec.25C-ssec.3) The incorporated church entity must distribute any income or losses arising from the pooling and investment of money under subsection (2) rateably among the trusts for which money was pooled and invested.\n(sec.25C-ssec.4) In this section— trust means a trust established before or after the commencement of this section.\n- (a) pool the money into one fund; and\n- (b) invest the money as one fund.","sortOrder":35},{"sectionNumber":"pt.5-div.2","sectionType":"division","heading":"Abolition of doctrine of ultra vires","content":"## Abolition of doctrine of ultra vires","sortOrder":36},{"sectionNumber":"sec.26","sectionType":"section","heading":"Objects of division","content":"### sec.26 Objects of division\n\nThe objects of this division include—\nabolishing any application of the doctrine of ultra vires to incorporated church entities; and\nensuring that incorporated church entities give effect to any restrictions on their powers, but without affecting the validity of their dealings with third persons.\n- (a) abolishing any application of the doctrine of ultra vires to incorporated church entities; and\n- (b) ensuring that incorporated church entities give effect to any restrictions on their powers, but without affecting the validity of their dealings with third persons.","sortOrder":37},{"sectionNumber":"sec.27","sectionType":"section","heading":"Restrictions on powers","content":"### sec.27 Restrictions on powers\n\nSections 25 to 25C apply to an incorporated church entity subject to any restrictions on its powers under its constituent documents and canon law.\nThe entity contravenes this subsection if—\nthe entity exercises a power contrary to a restriction mentioned in subsection (1) ; or\nthe entity’s constituent documents or canon law sets out the entity’s objects or functions and the entity does an act that does not promote the objects or functions.\nThe exercise of the power, or the act, is not invalid merely because of the contravention.\nAn officer of the entity who is involved in the contravention contravenes this subsection.\nAn act of the officer is not invalid merely because, by doing the act, the person contravenes subsection (4) .\nThe entity or officer does not commit an offence merely because of a contravention of this section.\nThe fact that—\nby exercising a power as mentioned in subsection (2) (a) , or doing the act as mentioned in subsection (2) (b) , the entity contravened, or would contravene, subsection (2) ; or\nby doing a particular act, the officer contravened, or would contravene, subsection (4) ;\nmay only be asserted or relied on in proceedings brought by the Corporation of the Bishops, or with the written authority of the Corporation of the Bishops given under its seal.\nIn this section—\nrestriction includes prohibition.\ns 27 amd 1999 No. 63 s 78 sch 2 ; 2013 No. 62 s 53\n(sec.27-ssec.1) Sections 25 to 25C apply to an incorporated church entity subject to any restrictions on its powers under its constituent documents and canon law.\n(sec.27-ssec.2) The entity contravenes this subsection if— the entity exercises a power contrary to a restriction mentioned in subsection (1) ; or the entity’s constituent documents or canon law sets out the entity’s objects or functions and the entity does an act that does not promote the objects or functions.\n(sec.27-ssec.3) The exercise of the power, or the act, is not invalid merely because of the contravention.\n(sec.27-ssec.4) An officer of the entity who is involved in the contravention contravenes this subsection.\n(sec.27-ssec.5) An act of the officer is not invalid merely because, by doing the act, the person contravenes subsection (4) .\n(sec.27-ssec.6) The entity or officer does not commit an offence merely because of a contravention of this section.\n(sec.27-ssec.7) The fact that— by exercising a power as mentioned in subsection (2) (a) , or doing the act as mentioned in subsection (2) (b) , the entity contravened, or would contravene, subsection (2) ; or by doing a particular act, the officer contravened, or would contravene, subsection (4) ; may only be asserted or relied on in proceedings brought by the Corporation of the Bishops, or with the written authority of the Corporation of the Bishops given under its seal.\n(sec.27-ssec.8) In this section— restriction includes prohibition.\n- (a) the entity exercises a power contrary to a restriction mentioned in subsection (1) ; or\n- (b) the entity’s constituent documents or canon law sets out the entity’s objects or functions and the entity does an act that does not promote the objects or functions.\n- (a) by exercising a power as mentioned in subsection (2) (a) , or doing the act as mentioned in subsection (2) (b) , the entity contravened, or would contravene, subsection (2) ; or\n- (b) by doing a particular act, the officer contravened, or would contravene, subsection (4) ;","sortOrder":38},{"sectionNumber":"sec.28","sectionType":"section","heading":"Persons having dealings with incorporated church entities etc.","content":"### sec.28 Persons having dealings with incorporated church entities etc.\n\nA person having dealings with an incorporated church entity is entitled to make the assumptions mentioned in subsection (3) and, in a proceeding about the dealings, any assertion by the entity that the matters that the person is entitled to assume were not correct must be disregarded.\nA person having dealings with a person who has acquired, or purports to have acquired, title to property from an incorporated church entity (whether directly or indirectly) is entitled to make the assumptions mentioned in subsection (3) and, in a proceeding about the dealings, any assertion by the entity or the second person that the matters the first person is entitled to assume were not correct must be disregarded.\nThe assumptions that a person is, because of subsection (1) or (2) , entitled to make are—\nthat, at all relevant times, this Act, the entity’s constituent documents and canon law have been complied with; and\nthat a person who is held out by the entity to be an officer or agent of the entity has been properly appointed and has authority to exercise the powers and perform the functions customarily exercised or performed by an officer or agent of the kind concerned; and\nthat an officer or agent of the entity who has authority to issue a document for the entity has authority to warrant that the document is genuine and that an officer or agent of the entity who has authority to issue a certified copy of a document for the entity has authority to warrant that the copy is a true copy; and\nthat a document has been properly sealed by the entity if—\nit bears what appears to be an imprint of the entity’s seal; and\nthe sealing of the document appears to be authenticated by a person who, because of paragraph (b) , may be assumed to be an officer of the entity; and\nthat the entity’s officers and agents have properly performed their duties to the entity.\nHowever, a person is not entitled to assume a matter mentioned in subsection (3) if—\nthe person has actual knowledge that the assumption would be incorrect; or\nbecause of the person’s connection or relationship with the entity, the person ought to know that the assumption would be incorrect.\nIf, because of subsection (4) , a person is not entitled to make a particular assumption—\nif the assumption is about dealings with the entity— subsection (1) does not apply to an assertion by the entity about the assumption; and\nif the assumption is about dealings about an acquisition or purported acquisition from the entity of title to property— subsection (2) does not apply to an assertion by the entity or someone else about the assumption.\ns 28 amd 1999 No. 63 s 78 sch 2\n(sec.28-ssec.1) A person having dealings with an incorporated church entity is entitled to make the assumptions mentioned in subsection (3) and, in a proceeding about the dealings, any assertion by the entity that the matters that the person is entitled to assume were not correct must be disregarded.\n(sec.28-ssec.2) A person having dealings with a person who has acquired, or purports to have acquired, title to property from an incorporated church entity (whether directly or indirectly) is entitled to make the assumptions mentioned in subsection (3) and, in a proceeding about the dealings, any assertion by the entity or the second person that the matters the first person is entitled to assume were not correct must be disregarded.\n(sec.28-ssec.3) The assumptions that a person is, because of subsection (1) or (2) , entitled to make are— that, at all relevant times, this Act, the entity’s constituent documents and canon law have been complied with; and that a person who is held out by the entity to be an officer or agent of the entity has been properly appointed and has authority to exercise the powers and perform the functions customarily exercised or performed by an officer or agent of the kind concerned; and that an officer or agent of the entity who has authority to issue a document for the entity has authority to warrant that the document is genuine and that an officer or agent of the entity who has authority to issue a certified copy of a document for the entity has authority to warrant that the copy is a true copy; and that a document has been properly sealed by the entity if— it bears what appears to be an imprint of the entity’s seal; and the sealing of the document appears to be authenticated by a person who, because of paragraph (b) , may be assumed to be an officer of the entity; and that the entity’s officers and agents have properly performed their duties to the entity.\n(sec.28-ssec.4) However, a person is not entitled to assume a matter mentioned in subsection (3) if— the person has actual knowledge that the assumption would be incorrect; or because of the person’s connection or relationship with the entity, the person ought to know that the assumption would be incorrect.\n(sec.28-ssec.5) If, because of subsection (4) , a person is not entitled to make a particular assumption— if the assumption is about dealings with the entity— subsection (1) does not apply to an assertion by the entity about the assumption; and if the assumption is about dealings about an acquisition or purported acquisition from the entity of title to property— subsection (2) does not apply to an assertion by the entity or someone else about the assumption.\n- (a) that, at all relevant times, this Act, the entity’s constituent documents and canon law have been complied with; and\n- (b) that a person who is held out by the entity to be an officer or agent of the entity has been properly appointed and has authority to exercise the powers and perform the functions customarily exercised or performed by an officer or agent of the kind concerned; and\n- (c) that an officer or agent of the entity who has authority to issue a document for the entity has authority to warrant that the document is genuine and that an officer or agent of the entity who has authority to issue a certified copy of a document for the entity has authority to warrant that the copy is a true copy; and\n- (d) that a document has been properly sealed by the entity if— (i) it bears what appears to be an imprint of the entity’s seal; and (ii) the sealing of the document appears to be authenticated by a person who, because of paragraph (b) , may be assumed to be an officer of the entity; and\n- (i) it bears what appears to be an imprint of the entity’s seal; and\n- (ii) the sealing of the document appears to be authenticated by a person who, because of paragraph (b) , may be assumed to be an officer of the entity; and\n- (e) that the entity’s officers and agents have properly performed their duties to the entity.\n- (i) it bears what appears to be an imprint of the entity’s seal; and\n- (ii) the sealing of the document appears to be authenticated by a person who, because of paragraph (b) , may be assumed to be an officer of the entity; and\n- (a) the person has actual knowledge that the assumption would be incorrect; or\n- (b) because of the person’s connection or relationship with the entity, the person ought to know that the assumption would be incorrect.\n- (a) if the assumption is about dealings with the entity— subsection (1) does not apply to an assertion by the entity about the assumption; and\n- (b) if the assumption is about dealings about an acquisition or purported acquisition from the entity of title to property— subsection (2) does not apply to an assertion by the entity or someone else about the assumption.","sortOrder":39},{"sectionNumber":"pt.6","sectionType":"part","heading":"Change of name and dissolution","content":"# Change of name and dissolution","sortOrder":40},{"sectionNumber":"pt.6-div.1","sectionType":"division","heading":"Change of names of incorporated church entities","content":"## Change of names of incorporated church entities","sortOrder":41},{"sectionNumber":"sec.29","sectionType":"section","heading":"Change of name of incorporated church entity","content":"### sec.29 Change of name of incorporated church entity\n\nAn incorporated church entity may apply to the chief executive to change its name.\nSubsection (1) applies only if a bishop in whose diocese or archdiocese the entity is functioning or the Corporation of the Bishops consents in writing to the application being made.\nThe application must be in a form approved by the chief executive.\nOne of the following must accompany the application—\nthe entity’s certificate of incorporation;\nif the bishop or Corporation of the Bishops is satisfied that the entity’s certificate of incorporation is lost or destroyed—a certificate by the bishop or Corporation of the Bishops stating the fact.\nThe chief executive may grant the application.\nIf the chief executive grants the application, the chief executive must amend the entity’s certificate of incorporation or issue a new certificate.\nThe chief executive must send the certificate of incorporation to the Corporation of the Bishops.\n(sec.29-ssec.1) An incorporated church entity may apply to the chief executive to change its name.\n(sec.29-ssec.2) Subsection (1) applies only if a bishop in whose diocese or archdiocese the entity is functioning or the Corporation of the Bishops consents in writing to the application being made.\n(sec.29-ssec.3) The application must be in a form approved by the chief executive.\n(sec.29-ssec.4) One of the following must accompany the application— the entity’s certificate of incorporation; if the bishop or Corporation of the Bishops is satisfied that the entity’s certificate of incorporation is lost or destroyed—a certificate by the bishop or Corporation of the Bishops stating the fact.\n(sec.29-ssec.5) The chief executive may grant the application.\n(sec.29-ssec.6) If the chief executive grants the application, the chief executive must amend the entity’s certificate of incorporation or issue a new certificate.\n(sec.29-ssec.7) The chief executive must send the certificate of incorporation to the Corporation of the Bishops.\n- (a) the entity’s certificate of incorporation;\n- (b) if the bishop or Corporation of the Bishops is satisfied that the entity’s certificate of incorporation is lost or destroyed—a certificate by the bishop or Corporation of the Bishops stating the fact.","sortOrder":42},{"sectionNumber":"sec.30","sectionType":"section","heading":"Change of name does not affect legal personality etc.","content":"### sec.30 Change of name does not affect legal personality etc.\n\nA change of name of an incorporated church entity does not—\naffect the entity’s legal personality or identity; or\naffect a right, entitlement or liability of the entity or anyone else; or\nmake legal proceedings by or against the entity defective; or\nnullify any exemption given to, or benefit enjoyed by, the entity under a former name.\nWithout limiting subsection (1) , the change of name of the entity does not affect any right, entitlement, liability, exemption or benefit the entity would have had or enjoyed apart from the change of name.\nIn addition, but without limiting subsection (1) , if a legal proceeding might have been continued or started by or against the entity under its former name, it may be continued or started by or against it under its new name.\n(sec.30-ssec.1) A change of name of an incorporated church entity does not— affect the entity’s legal personality or identity; or affect a right, entitlement or liability of the entity or anyone else; or make legal proceedings by or against the entity defective; or nullify any exemption given to, or benefit enjoyed by, the entity under a former name.\n(sec.30-ssec.2) Without limiting subsection (1) , the change of name of the entity does not affect any right, entitlement, liability, exemption or benefit the entity would have had or enjoyed apart from the change of name.\n(sec.30-ssec.3) In addition, but without limiting subsection (1) , if a legal proceeding might have been continued or started by or against the entity under its former name, it may be continued or started by or against it under its new name.\n- (a) affect the entity’s legal personality or identity; or\n- (b) affect a right, entitlement or liability of the entity or anyone else; or\n- (c) make legal proceedings by or against the entity defective; or\n- (d) nullify any exemption given to, or benefit enjoyed by, the entity under a former name.","sortOrder":43},{"sectionNumber":"sec.31","sectionType":"section","heading":"Change of name does not affect existing legal relationships","content":"### sec.31 Change of name does not affect existing legal relationships\n\nWithout limiting section 30 (1) (Change of name does not affect legal personality etc.), a change of name of an incorporated church entity—\ndoes not place the entity in breach of contract or otherwise make it guilty of a civil wrong; and\ndoes not make the entity in breach of any instrument, including, for example, an instrument prohibiting, restricting or regulating the assignment or transfer of any right or liability; and\nis not taken to fulfil a condition—\nallowing a person to terminate an instrument or liability or modify the operation or effect of an instrument or liability; or\nrequiring any amount to be paid before its stated maturity; and\ndoes not release a surety or other obligee (in whole or part) from an obligation.\n- (a) does not place the entity in breach of contract or otherwise make it guilty of a civil wrong; and\n- (b) does not make the entity in breach of any instrument, including, for example, an instrument prohibiting, restricting or regulating the assignment or transfer of any right or liability; and\n- (c) is not taken to fulfil a condition— (i) allowing a person to terminate an instrument or liability or modify the operation or effect of an instrument or liability; or (ii) requiring any amount to be paid before its stated maturity; and\n- (i) allowing a person to terminate an instrument or liability or modify the operation or effect of an instrument or liability; or\n- (ii) requiring any amount to be paid before its stated maturity; and\n- (d) does not release a surety or other obligee (in whole or part) from an obligation.\n- (i) allowing a person to terminate an instrument or liability or modify the operation or effect of an instrument or liability; or\n- (ii) requiring any amount to be paid before its stated maturity; and","sortOrder":44},{"sectionNumber":"sec.32","sectionType":"section","heading":"Recording of change of name of corporation","content":"### sec.32 Recording of change of name of corporation\n\nThis section applies if—\nan incorporated church entity’s name is changed under this division; and\nan interest in land was registered in the name of the entity before the change of name.\nNo fee is payable for recording the change of name for the interest by a public official or authority responsible for registering land or interests in land.\n(sec.32-ssec.1) This section applies if— an incorporated church entity’s name is changed under this division; and an interest in land was registered in the name of the entity before the change of name.\n(sec.32-ssec.2) No fee is payable for recording the change of name for the interest by a public official or authority responsible for registering land or interests in land.\n- (a) an incorporated church entity’s name is changed under this division; and\n- (b) an interest in land was registered in the name of the entity before the change of name.","sortOrder":45},{"sectionNumber":"pt.6-div.2","sectionType":"division","heading":"Dissolution of incorporated church entities","content":"## Dissolution of incorporated church entities","sortOrder":46},{"sectionNumber":"sec.33","sectionType":"section","heading":"Request to dissolve entity","content":"### sec.33 Request to dissolve entity\n\nA bishop may ask the chief executive to dissolve an incorporated church entity functioning in the bishop’s diocese or archdiocese.\nThe Corporation of the Bishops may also ask the chief executive to dissolve an incorporated church entity.\nThe request may be made only if—\ndissolution of the entity accords with canon law; and\nfor an entity that is a religious institute, a public juridical person, or an associated entity of a religious institute or public juridical person—the competent authority of the religious institute, or public juridical person, who has jurisdiction for the State has given the person making the request written consent to the making of the request.\nThe request must—\nbe in a form approved by the chief executive; and\nstate the entity; and\nstate the reason for the request; and\nstate the church entity or other entity (the successor entity ) in whom the entity’s assets and liabilities vest on dissolution; and\nstate whether or not the entity’s dissolution accords with canon law; and\nfor an entity that is a religious institute, a public juridical person or an associated entity of a religious institute or public juridical person—be accompanied by a copy of the consent mentioned in subsection (3) (b) .\nOne of the following must accompany the request—\nthe entity’s certificate of incorporation;\nif the bishop or the Corporation of the Bishops is satisfied that the entity’s certificate of incorporation is lost or destroyed—a certificate by the bishop or Corporation of the Bishops stating the fact.\ns 33 amd 1995 No. 57 s 4 sch 2 ; 1999 No. 63 s 85 ; 2013 No. 62 s 54\n(sec.33-ssec.1) A bishop may ask the chief executive to dissolve an incorporated church entity functioning in the bishop’s diocese or archdiocese.\n(sec.33-ssec.2) The Corporation of the Bishops may also ask the chief executive to dissolve an incorporated church entity.\n(sec.33-ssec.3) The request may be made only if— dissolution of the entity accords with canon law; and for an entity that is a religious institute, a public juridical person, or an associated entity of a religious institute or public juridical person—the competent authority of the religious institute, or public juridical person, who has jurisdiction for the State has given the person making the request written consent to the making of the request.\n(sec.33-ssec.4) The request must— be in a form approved by the chief executive; and state the entity; and state the reason for the request; and state the church entity or other entity (the successor entity ) in whom the entity’s assets and liabilities vest on dissolution; and state whether or not the entity’s dissolution accords with canon law; and for an entity that is a religious institute, a public juridical person or an associated entity of a religious institute or public juridical person—be accompanied by a copy of the consent mentioned in subsection (3) (b) .\n(sec.33-ssec.5) One of the following must accompany the request— the entity’s certificate of incorporation; if the bishop or the Corporation of the Bishops is satisfied that the entity’s certificate of incorporation is lost or destroyed—a certificate by the bishop or Corporation of the Bishops stating the fact.\n- (a) dissolution of the entity accords with canon law; and\n- (b) for an entity that is a religious institute, a public juridical person, or an associated entity of a religious institute or public juridical person—the competent authority of the religious institute, or public juridical person, who has jurisdiction for the State has given the person making the request written consent to the making of the request.\n- (a) be in a form approved by the chief executive; and\n- (b) state the entity; and\n- (c) state the reason for the request; and\n- (d) state the church entity or other entity (the successor entity ) in whom the entity’s assets and liabilities vest on dissolution; and\n- (e) state whether or not the entity’s dissolution accords with canon law; and\n- (f) for an entity that is a religious institute, a public juridical person or an associated entity of a religious institute or public juridical person—be accompanied by a copy of the consent mentioned in subsection (3) (b) .\n- (a) the entity’s certificate of incorporation;\n- (b) if the bishop or the Corporation of the Bishops is satisfied that the entity’s certificate of incorporation is lost or destroyed—a certificate by the bishop or Corporation of the Bishops stating the fact.","sortOrder":47},{"sectionNumber":"sec.34","sectionType":"section","heading":"Dissolution of entity","content":"### sec.34 Dissolution of entity\n\nOn receiving the request under section 33 (Request to dissolve entity), the chief executive may, by gazette notice—\ndissolve the incorporated church entity; and\nvest the assets and liabilities of the entity in the successor entity.\nThe assets and liabilities vest in the successor entity without a transfer.\nAssets vested in the successor entity remain subject to any debt, liability, trust or obligation affecting the assets.\nThe chief executive must give a copy of the gazette notice to the Corporation of the Bishops.\n(sec.34-ssec.1) On receiving the request under section 33 (Request to dissolve entity), the chief executive may, by gazette notice— dissolve the incorporated church entity; and vest the assets and liabilities of the entity in the successor entity.\n(sec.34-ssec.2) The assets and liabilities vest in the successor entity without a transfer.\n(sec.34-ssec.3) Assets vested in the successor entity remain subject to any debt, liability, trust or obligation affecting the assets.\n(sec.34-ssec.4) The chief executive must give a copy of the gazette notice to the Corporation of the Bishops.\n- (a) dissolve the incorporated church entity; and\n- (b) vest the assets and liabilities of the entity in the successor entity.","sortOrder":48},{"sectionNumber":"sec.35","sectionType":"section","heading":"Recording of vesting of interest in land","content":"### sec.35 Recording of vesting of interest in land\n\nThis section applies if—\nan incorporated church entity is dissolved under this division; and\nan interest in land vested in the entity vests in its successor entity.\nNo fee is payable for recording the vesting of the interest in the successor entity by a public official or authority responsible for registering land or interests in land.\n(sec.35-ssec.1) This section applies if— an incorporated church entity is dissolved under this division; and an interest in land vested in the entity vests in its successor entity.\n(sec.35-ssec.2) No fee is payable for recording the vesting of the interest in the successor entity by a public official or authority responsible for registering land or interests in land.\n- (a) an incorporated church entity is dissolved under this division; and\n- (b) an interest in land vested in the entity vests in its successor entity.","sortOrder":49},{"sectionNumber":"pt.7","sectionType":"part","heading":"Records that must be kept","content":"# Records that must be kept","sortOrder":50},{"sectionNumber":"sec.36","sectionType":"section","heading":"Records to be kept by chief executive","content":"### sec.36 Records to be kept by chief executive\n\nThe chief executive must keep a register showing the names of incorporated church entities.\nThe chief executive must keep all requests, constituent documents and applications made or given to the chief executive under this Act.\nThe register, requests, constituent documents and applications must be available for inspection by members of the public, without fee.\n(sec.36-ssec.1) The chief executive must keep a register showing the names of incorporated church entities.\n(sec.36-ssec.2) The chief executive must keep all requests, constituent documents and applications made or given to the chief executive under this Act.\n(sec.36-ssec.3) The register, requests, constituent documents and applications must be available for inspection by members of the public, without fee.","sortOrder":51},{"sectionNumber":"sec.37","sectionType":"section","heading":"Records to be kept by Corporation of Bishops","content":"### sec.37 Records to be kept by Corporation of Bishops\n\nThe Corporation of the Bishops must keep—\na register of the current addresses of incorporated church entities (other than the Corporation of the Bishops); and\na copy of the constituent documents (if any) of incorporated church entities.\nThe register and documents—\nmust be kept at the office of the Corporation of the Bishops in Brisbane; and\nmust be available for inspection by members of the public, without fee.\nThe Corporation of the Bishops must notify its address in Brisbane by gazette notice.\nThe Corporation of the Bishops must also notify a change in the address by gazette notice.\n(sec.37-ssec.1) The Corporation of the Bishops must keep— a register of the current addresses of incorporated church entities (other than the Corporation of the Bishops); and a copy of the constituent documents (if any) of incorporated church entities.\n(sec.37-ssec.2) The register and documents— must be kept at the office of the Corporation of the Bishops in Brisbane; and must be available for inspection by members of the public, without fee.\n(sec.37-ssec.3) The Corporation of the Bishops must notify its address in Brisbane by gazette notice.\n(sec.37-ssec.4) The Corporation of the Bishops must also notify a change in the address by gazette notice.\n- (a) a register of the current addresses of incorporated church entities (other than the Corporation of the Bishops); and\n- (b) a copy of the constituent documents (if any) of incorporated church entities.\n- (a) must be kept at the office of the Corporation of the Bishops in Brisbane; and\n- (b) must be available for inspection by members of the public, without fee.","sortOrder":52},{"sectionNumber":"pt.8","sectionType":"part","heading":"Miscellaneous","content":"# Miscellaneous","sortOrder":53},{"sectionNumber":"sec.38","sectionType":"section","heading":"Evidence of address","content":"### sec.38 Evidence of address\n\nA certificate purporting to be under the seal of the Corporation of the Bishops, or signed by a person authorised by the corporation for the purpose, stating that a stated address of a stated incorporated church entity is the address of the entity shown in the register kept under section 37 (Records to be kept by Corporation of Bishops) is evidence of the certificate’s contents.","sortOrder":54},{"sectionNumber":"sec.39","sectionType":"section","heading":"Service of documents on corporation","content":"### sec.39 Service of documents on corporation\n\nIf a law permits or requires a document to be given or served on an incorporated church entity, the document may be given or served on the entity—\nif the entity is the Corporation of the Bishops—at its address in Brisbane last notified in the gazette; or\nin any other case—at the entity’s address shown in the register kept under section 37 (Records to be kept by Corporation of Bishops).\n- (a) if the entity is the Corporation of the Bishops—at its address in Brisbane last notified in the gazette; or\n- (b) in any other case—at the entity’s address shown in the register kept under section 37 (Records to be kept by Corporation of Bishops).","sortOrder":55},{"sectionNumber":"sec.40","sectionType":"section","heading":null,"content":"### Section sec.40\n\ns 40 om 2001 No. 45 s 29 sch 3","sortOrder":56},{"sectionNumber":"sec.41","sectionType":"section","heading":"Replacement certificate of incorporation","content":"### sec.41 Replacement certificate of incorporation\n\nThis section applies if a bishop in whose diocese or archdiocese, an incorporated church entity is functioning—\nis satisfied that the entity’s certificate of incorporation is lost or destroyed; and\ngives the chief executive a certificate stating the fact.\nThis section also applies if the Corporation of the Bishops—\nis satisfied that an incorporated church entity’s certificate of incorporation is lost or destroyed; and\ngives the chief executive a certificate stating the fact.\nThe chief executive may issue a replacement certificate of incorporation for the incorporated church entity.\nThe chief executive must give the certificate to the Corporation of the Bishops.\n(sec.41-ssec.1) This section applies if a bishop in whose diocese or archdiocese, an incorporated church entity is functioning— is satisfied that the entity’s certificate of incorporation is lost or destroyed; and gives the chief executive a certificate stating the fact.\n(sec.41-ssec.2) This section also applies if the Corporation of the Bishops— is satisfied that an incorporated church entity’s certificate of incorporation is lost or destroyed; and gives the chief executive a certificate stating the fact.\n(sec.41-ssec.3) The chief executive may issue a replacement certificate of incorporation for the incorporated church entity.\n(sec.41-ssec.4) The chief executive must give the certificate to the Corporation of the Bishops.\n- (a) is satisfied that the entity’s certificate of incorporation is lost or destroyed; and\n- (b) gives the chief executive a certificate stating the fact.\n- (a) is satisfied that an incorporated church entity’s certificate of incorporation is lost or destroyed; and\n- (b) gives the chief executive a certificate stating the fact.","sortOrder":57},{"sectionNumber":"sec.42","sectionType":"section","heading":"Delegation of chief executive’s powers","content":"### sec.42 Delegation of chief executive’s powers\n\nThe chief executive may delegate the chief executive’s powers under this Act to an officer of the department.","sortOrder":58},{"sectionNumber":"sec.43","sectionType":"section","heading":"Regulations","content":"### sec.43 Regulations\n\nThe Governor in Council may make regulations under this Act.\nWithout limiting subsection (1) , a regulation may exempt an incorporated church entity from the provisions of another Act.\nAn exemption under subsection (2) may be subject to conditions.\n(sec.43-ssec.1) The Governor in Council may make regulations under this Act.\n(sec.43-ssec.2) Without limiting subsection (1) , a regulation may exempt an incorporated church entity from the provisions of another Act.\n(sec.43-ssec.3) An exemption under subsection (2) may be subject to conditions.","sortOrder":59}],"analysis":{"summary":{"complexity_score":7,"scope_assessment":{"changed":true,"description":"The Act's scope has expanded materially from its original 1994 form. Initially focused on straightforward incorporation of church entities, subsequent amendments (particularly in 1999 and 2013) significantly broadened the framework to include: religious institutes and associated entities as distinct categories; public juridical persons as a separate class requiring separate consent pathways; new trust powers including pooling of trust funds (s.25C), variation of charitable trust purposes (s.25B), and a detailed trust-holding regime for unincorporated juridical persons (s.25A); and enhanced protections for dealings with third parties. The 2013 amendments in particular introduced substantial new trust and property management powers that go well beyond the original incorporation focus."},"complexity_factors":["Dual legal systems operating simultaneously — Australian state law and Catholic canon law (the Church's internal legal system) must be read together throughout the Act","Multiple categories of church entities with different rules applying to each (dioceses, religious institutes, public juridical persons, associated entities, etc.)","Layered consent requirements — different approvals needed depending on the type of entity being incorporated or dissolved","Three separate legislative frameworks are referenced and interacted with (the Act itself, the Associations Incorporation Act 1981, and the repealed Religious Educational and Charitable Institutions Act 1861)","Abolition of the ultra vires doctrine with a nuanced carve-out for internal church enforcement only — requires understanding of corporate law history","Trust law elements, including pooling of trust funds, variation of charitable trust purposes, and trustee liability limitations for unincorporated juridical persons","Multiple amendments over nearly 30 years (1995, 1999, 2013, 2023) have significantly altered the original structure, creating complexity in tracking current obligations","The 'assumptions' framework in section 28 (outsider protection) involves layered conditions and exceptions requiring careful reading","Canon law terms (juridical person, competent authority, Institute of Consecrated Life, etc.) are not fully defined in Australian legal terms and require external knowledge to interpret"],"plain_english_summary":"## What This Law Does\n\nThis is a Queensland law that gives the **Roman Catholic Church** a special legal framework to turn its various organisations — like dioceses, religious orders, and other church bodies — into proper legal corporations (i.e., legally recognised entities that can own property, sign contracts, and sue or be sued in their own name).\n\n## Who It Affects\n\n- **The Catholic Church in Queensland** — its bishops, dioceses, archdioceses, religious orders (like the Jesuits or Franciscans), and other church bodies\n- **People and businesses dealing with Catholic Church entities** — for example, if you're buying land from, signing a contract with, or taking legal action against a Catholic Church organisation\n- **Members of the public** — who have a right to inspect certain public records about these church entities\n\n## Key Things This Law Does\n\n**1. Creates the Corporation of the Bishops**\nIt establishes a peak legal body called the *Corporation of the Roman Catholic Bishops of Queensland*, which automatically includes whoever holds the position of bishop at any given time. This body oversees the entire framework.\n\n**2. Allows Church Bodies to Become Legal Corporations**\nA bishop or the Corporation of the Bishops can ask the government (the \"chief executive\" — a senior government official) to formally incorporate (i.e., give legal corporate status to) any qualifying church body. Once incorporated, that body can:\n- Own and sell property\n- Enter contracts\n- Invest money\n- Sue and be sued in court\n- Operate both in Queensland and internationally\n\n**3. Converts Existing Church Corporations**\nSome church bodies were already incorporated under older laws (the *Associations Incorporation Act 1981* or a 19th century law called the *Religious Educational and Charitable Institutions Act 1861*). This law allows those to be brought under this new framework instead, preserving all their existing rights and contracts.\n\n**4. Protects Outsiders Dealing With Church Entities**\nIf you deal in good faith with a Catholic Church corporation — for example, signing a contract or buying property — the law protects you. You can assume that the person you're dealing with has proper authority, that the church entity's rules have been followed, and that documents bearing the entity's seal are genuine. The church entity generally cannot later turn around and say \"that person didn't actually have authority\" to get out of the deal.\n\n**5. Abolishes \"Ultra Vires\" for Church Entities**\nThis removes a legal doctrine (\"ultra vires\" — Latin for \"beyond the powers\") that used to make transactions void if an organisation acted outside its stated purposes. Under this law, even if a church entity does something outside its rules, the transaction with outsiders is still legally valid. Internal discipline is a matter for the Church itself (through the Corporation of the Bishops).\n\n**6. Trust and Investment Powers**\nChurch corporations can hold property in trust for unincorporated church bodies, pool trust money across multiple trusts for investment purposes, and vary (change) the purpose of a charitable trust if the original purpose is no longer workable.\n\n**7. Name Changes and Dissolution**\nChurch entities can change their name or be dissolved (wound up), with assets passing to a successor entity as directed under church law. Land registration fees are waived when these changes are recorded.\n\n**8. Public Record-Keeping**\nA public register of incorporated church entities is maintained by the government chief executive, and a separate register of addresses and constitutional documents is kept by the Corporation of the Bishops — both are open for free public inspection.\n\n## Why It Matters\n\nWithout this law, many Catholic Church organisations in Queensland would struggle to own property, enter contracts, or be held legally accountable in their own name. The law strikes a balance: it gives the Church's entities full legal powers in the outside world, while leaving internal church governance (who controls what, under canon law — the Church's own internal legal system) largely to the Church itself."},"issue_detection":{"absurdities":[{"type":"circular_definition","section":"sec.3 (definition of 'church entity') and sec.3 (definition of 'associated entity')","severity":"medium","reasoning":"The definition of 'church entity' at paragraph (e) includes 'an associated entity'. The definition of 'associated entity' is itself defined as a discrete service, work, activity or part of the very same entities listed in paragraphs (a)-(d) of 'church entity'. While not a perfect closed loop (associated entity is a subset/part of those entities), this creates a definitional structure where the scope of each term depends on the other, making it difficult to determine without circularity whether a given entity qualifies. A court would need to resolve which definition takes precedence.","confidence":0.72,"description":"Circular definition: 'church entity' includes 'associated entity', and 'associated entity' is defined by reference to the same categories that constitute 'church entity' (diocese/archdiocese, religious institute, juridical person, holders of office). The definitions are mutually referential without a clear logical terminus."},{"type":"impossible_compliance","section":"sec.8","severity":"low","reasoning":"The word 'immediately' imposes an instantaneous obligation on the chief executive at the moment of the Act's commencement. In practice, the chief executive may not be aware of commencement until after the fact, and administrative processes require some lead time. While courts would likely read 'immediately' as 'as soon as practicable', the literal text creates a compliance impossibility.","confidence":0.55,"description":"Section 8 requires the chief executive to 'immediately' issue a certificate of incorporation for the Corporation of the Bishops. The Corporation of the Bishops is established by section 5, which operates on the commencement of the Act. The obligation to act 'immediately' on commencement of legislation is practically impossible for an executive officer who must first be notified that the Act has commenced."},{"type":"other","section":"sec.12(2) and sec.7(a)","severity":"low","reasoning":"Perpetual succession is the hallmark of a corporation and is meant to ensure continuity independent of membership changes. Conditioning it on the existence of corporators under section 12(2) creates a logical oddity: if the corporation temporarily has no corporators (e.g., all offices are vacant simultaneously), it loses perpetual succession and potentially its ability to function. This is an internal asymmetry with potentially serious legal consequences.","confidence":0.75,"description":"The Corporation of the Bishops is given 'perpetual succession' unconditionally under section 7(a), but corporations established under Part 3 only have perpetual succession 'if the corporation has corporators' under section 12(2). This creates a structural asymmetry: the Corporation of the Bishops, which also consists of persons holding appointment (section 6), enjoys unconditional perpetual succession, while functionally similar entities incorporated under Part 3 do not."},{"type":"self_contradicting","section":"sec.27(2), sec.27(3), sec.27(6)","severity":"medium","reasoning":"Section 27(2) establishes a contravention. Section 27(3) says the act is not invalid because of it. Section 27(6) says no offence is committed. Section 27(7) limits who can even assert the contravention. The net result is that calling something a 'contravention' serves almost no enforceable legal purpose at the transactional level, since the act stands, no offence exists, and assertion of the breach is gatekept by the Corporation of the Bishops. This is internally self-defeating drafting.","confidence":0.82,"description":"The section simultaneously declares that an entity 'contravenes' subsection (2) when it exceeds its powers, that the act is 'not invalid' because of the contravention, and that no offence is committed. The practical result is a contravention with zero legal consequences at the transactional level, rendering the concept of 'contravention' in this context legally meaningless."},{"type":"other","section":"sec.27(7)","severity":"medium","reasoning":"While legislatures can limit standing, restricting assertion of a statutory contravention to a single body (the Corporation of the Bishops) creates an absurd outcome: if the Corporation of the Bishops itself is the contravening entity, or if it refuses to authorise proceedings, no one can legally assert the contravention. The section provides no carve-out for this scenario.","confidence":0.78,"description":"The restriction on who may assert an ultra vires contravention — limited to the Corporation of the Bishops or persons with its written authority — effectively removes third parties and courts from independently raising a breach of the entity's own governing documents or canon law. This potentially conflicts with general principles of standing in equity and public law."},{"type":"other","section":"sec.25(4)","severity":"low","reasoning":"While this provision is designed to protect third-party dealings (and mirrors Corporations Act provisions), it is notable that an entity may lawfully do something contrary to its own best interests and the only remedy is an internal action under section 27(7), which is itself gatekept. The combination creates an entity with broad powers and very limited internal or external accountability mechanisms.","confidence":0.6,"description":"Section 25(4) declares that the fact that doing an act would not be in the entity's best interests does not affect its power or legal capacity to do the act. Read alongside section 27's restriction framework, this creates an entity that can legally act against its own best interests, and those who enable it cannot be held to account through ordinary channels."},{"type":"self_contradicting","section":"sec.33(4)(e)","severity":"low","reasoning":"If the chief executive can only act on a valid request under section 33(3)(a) (dissolution must accord with canon law), then requiring the request to state 'whether or not' it accords with canon law (implying a negative answer is possible) is logically inconsistent. A request stating 'no, dissolution does not accord with canon law' should be immediately invalid under section 33(3)(a), making the 'whether or not' formulation superfluous and misleading.","confidence":0.8,"description":"The dissolution request must 'state whether or not the entity's dissolution accords with canon law', yet section 33(3)(a) already requires that dissolution must accord with canon law before the request can be made at all. Requiring a statement of something that is a precondition to the request's validity is redundant and potentially confusing — it implies the statement could be 'no', which would mean the precondition is unmet and the request should be refused."},{"type":"other","section":"sec.4","severity":"medium","reasoning":"While the Act presumably intends to respect the autonomy of church governance, section 4 effectively makes church authorities the final arbiters of the meaning of canon law for the purposes of a Queensland statute. This creates a potential constitutional tension (if a church authority makes a self-serving interpretation) and practical impossibility of compliance for a court that cannot independently verify or challenge that interpretation.","confidence":0.65,"description":"Canon law is required to be interpreted consistently with decisions by church authorities 'who ordinarily decide them'. This creates a situation where a Queensland court applying this Act must defer to internal church authority decisions on questions of canon law, potentially including decisions made after a dispute arises, with no mechanism for a court to independently review whether the church authority's interpretation is reasonable."},{"type":"other","section":"sec.25B(1)(b)(iii)","severity":"medium","reasoning":"Traditional cy-pres doctrine requires court involvement to ensure that charitable trust assets are redirected appropriately. Section 25B bypasses this by allowing the trustee incorporated church entity to unilaterally vary trust purposes by resolution, with the only safeguard being making a copy of the resolution available on request. The 'does not provide a community or religious benefit' ground is especially broad and subjective, potentially allowing significant redirections of trust assets without oversight.","confidence":0.73,"description":"A trustee may vary a charitable trust's purpose if the original purpose 'does not provide a community or religious benefit'. This is a unilateral power exercised by resolution of the trustee alone, with no requirement for court approval (unlike cy-pres under general trust law). The trustee is both the decision-maker and the beneficiary's representative, creating a structural conflict of interest with minimal safeguards."}],"contradictions":[{"severity":"medium","section_a":"sec.12(2)","section_b":"sec.7(a)","confidence":0.78,"description":"Section 7(a) grants the Corporation of the Bishops unconditional perpetual succession. Section 12(2) makes perpetual succession for Part 3 corporations conditional on the corporation having corporators. Both types of entities are composed of persons holding church offices (sections 6 and 11), yet one has conditional and the other unconditional perpetual succession without any principled distinction being drawn."},{"severity":"medium","section_a":"sec.27(2)","section_b":"sec.27(3)","confidence":0.85,"description":"Section 27(2) states the entity 'contravenes' the subsection when it acts beyond its powers. Section 27(3) immediately provides that the act is 'not invalid merely because of the contravention'. These provisions are internally self-contradicting: the Act characterises conduct as a contravention while simultaneously conferring full legal validity on the contravening act."},{"severity":"low","section_a":"sec.33(3)(a)","section_b":"sec.33(4)(e)","confidence":0.82,"description":"Section 33(3)(a) makes it a precondition to any dissolution request that dissolution accords with canon law. Section 33(4)(e) requires the request to state 'whether or not' the entity's dissolution accords with canon law, implying a negative answer is permissible. A request that states dissolution does not accord with canon law would simultaneously satisfy section 33(4)(e) and disqualify itself under section 33(3)(a)."},{"severity":"low","section_a":"sec.21(1)(b)","section_b":"sec.21(4)","confidence":0.65,"description":"Section 21(1)(b) states that establishment of an existing church corporation under Part 4 does not 'affect a right, entitlement or liability of the corporation or anyone else'. Section 21(4) then declares that assets of the existing church corporation 'become, on the establishment, the assets of the corporation established under this part'. If the assets were already those of the corporation (same legal personality per section 21(1)(a)), subsection (4) is either redundant or implies a transfer of assets, which would affect the rights and entitlements of the corporation, contradicting subsection (1)(b)."},{"severity":"medium","section_a":"sec.26(a)","section_b":"sec.27(7)","confidence":0.88,"description":"Section 26(a) states the object of Division 2 of Part 5 is to abolish the application of the doctrine of ultra vires to incorporated church entities. Section 27(7) permits the doctrine to be asserted — but only by or with the authority of the Corporation of the Bishops. The ultra vires doctrine is not abolished; it is merely privatised and placed under the control of one ecclesiastical body, contradicting the stated legislative object."},{"severity":"high","section_a":"sec.11B(a)","section_b":"sec.11A(2)","confidence":0.83,"description":"Section 11B(a) provides that on establishment of a church entity as a corporation, all rights and liabilities of the entity become those of the corporation. Section 11A(2) provides that for an associated entity, only specified assets vest in the corporation. The combined effect is that all liabilities transfer under section 11B but only nominated assets transfer under section 11A(2), potentially creating a corporation with liabilities exceeding its vested assets from inception — a structural imbalance not addressed by the Act."}]},"kimi_summary":{"content_quality":"ok","complexity_score":6,"scope_assessment":{"changed":true,"description":"The original 1994 Act appears to have been a relatively straightforward incorporation statute. However, amendments in 1999 (No. 63) and 2013 (No. 62) significantly expanded the scope. The 1999 amendments introduced 'associated entities' (discrete services like schools or hospitals), 'public juridical persons', and complex consent requirements for religious institutes. The 2013 amendments added extensive trust law provisions (sections 25A-25C) dealing with property holding, charitable purpose variation, and investment pooling—moving well beyond simple corporate incorporation into sophisticated property and charitable trust management. The Act has evolved from a basic corporate vehicle statute into a comprehensive governance framework for church property and trusts."},"complexity_factors":["Dual legal systems: The Act operates at the intersection of Queensland statute law and Roman Catholic canon law, requiring cross-referencing between secular and ecclesiastical authority structures","Multiple incorporation pathways: Three distinct mechanisms exist (new incorporation under Part 3, transfer of AI Act corporations, transfer of RECI Act corporations), each with slightly different procedural requirements","Nested definitions: 14 defined terms in section 3, with recursive definitions (e.g., 'church entity' includes 'associated entity', which itself refers back to dioceses, religious institutes, etc.)","Conditional consent requirements: Sections 9 and 16 impose layered consent requirements depending on entity type (religious institute vs public juridical person vs associated entity vs other)","Extensive cross-referencing: Heavy internal cross-referencing (e.g., sections 25-25C, 21-22, 30-31) and external references to the Property Law Act 2023 and canon law","Protective provisions: Complex 'savings' provisions in sections 21-22 and 30-31 that preserve legal continuity through multiple scenarios (name changes, re-establishment under new Act)","Trust law integration: Sections 25A-25C introduce specific trust mechanisms (limited liability for trustees, cy-près-like purpose variation, pooling) that overlay general corporate law","Ultra vires abolition with caveats: Section 27 abolishes ultra vires doctrine but creates a complex enforcement mechanism limiting challenges to proceedings brought by or with authority of the Corporation of the Bishops"],"plain_english_summary":"This Queensland law creates a special system for incorporating (giving legal personality to) Roman Catholic Church organisations. It allows bishops and a central body called the 'Corporation of the Bishops' to register church entities—like dioceses, religious orders, schools, hospitals, or charities—as legal corporations. This lets them own property, enter contracts, and sue or be sued in their own names.\n\n**Key things the law does:**\n\n*   **Creates the Corporation of the Roman Catholic Bishops of Queensland** – a body made up of all current bishops that can itself incorporate other church entities.\n*   **Allows incorporation of church entities** – bishops or the Corporation can apply to the chief executive to turn church bodies (dioceses, religious institutes, or specific services like schools) into legal corporations.\n*   **Protects existing corporations** – church bodies already registered under old laws (the Associations Incorporation Act or the repealed Religious Educational and Charitable Institutions Act) can be transferred into this new system without losing their legal identity or assets.\n*   **Gives corporations full legal powers** – incorporated entities can do anything a natural person can do (buy property, invest, contract) and these powers can't be challenged on the basis that an action was 'beyond their powers' (*ultra vires*).\n*   **Handles trusts and property** – includes rules for holding property on trust for unincorporated church bodies, varying charitable purposes if original purposes fail, and pooling trust funds for investment.\n*   **Provides for name changes and winding up** – sets out processes for changing corporate names and dissolving entities, with assets passing to successor bodies.\n\n**Who it affects:**\nRoman Catholic Church bodies operating in Queensland, including dioceses, religious orders (like the Jesuits or Sisters of Mercy), schools, hospitals, aged care facilities, and charitable services. It also affects anyone doing business with these entities.\n\n**Why it matters:**\nWithout this law, many church bodies would lack clear legal status to own property or enter contracts. The law provides a 'one-stop shop' for church incorporation while respecting church governance (canon law). It also protects third parties dealing with church entities by ensuring contracts remain valid even if the church entity acted outside its internal rules."},"flash_summary_failed":{"failed":true,"reason":"A positive credit balance is required for all requests, including BYOK, so fallback providers remain available. Add credits at https://vercel.com/d?to=%2F%5Bteam%5D%2F%7E%2Fai%3Fmodal%3Dtop-up to continue.","source":"analysis-cron"}},"importantCases":[],"_links":{"self":"/api/acts/roman-catholic-church-incorporation-of-church-entities-act-1994","history":"/api/acts/roman-catholic-church-incorporation-of-church-entities-act-1994/history","analysis":"/api/acts/roman-catholic-church-incorporation-of-church-entities-act-1994/analysis","conflicts":"/api/acts/roman-catholic-church-incorporation-of-church-entities-act-1994/conflicts","importantCases":"/api/acts/roman-catholic-church-incorporation-of-church-entities-act-1994/important-cases","documents":"/api/acts/roman-catholic-church-incorporation-of-church-entities-act-1994/documents"}}