Associations Incorporation Act 1981

The Act’s primary subjects are associations—unincorporated groups of seven or more persons formed for non-profit objects—and the incorporated associations they become. Eligibility is negatively defined in s.5: an association is ineligible if it has fewer than seven members, is a company, partnership, industrial organisation, school council or parents-and-citizens association, is formed for member financial gain, is already incorporated by special Act, or has as its main purpose the holding of property in which members have a disposable interest or the right to divide it. A narrow exception exists for medical-cost trusts (s.5(2)).

Members of both unincorporated and incorporated associations are directly affected. Upon incorporation, members become members of the body corporate (s.14(2)(b)). They enjoy contractual rights under the rules (s.71(1)), rights to vote on special resolutions (s.3), to inspect minutes and financial documents (ss.57B, 59C), and to enforce rules and natural justice in the Supreme Court (ss.71–73). Conversely, they are bound by the rules and may face liability only to the extent provided in the rules (s.27). Members who receive financial gain through another member’s membership are deemed to have received it themselves (s.4(2)).

Management committee members (including the president, treasurer and any secretary who is also a committee member—s.66(3)) bear the heaviest burdens. They must ensure compliance with meeting rules (s.57), financial record-keeping and reporting (ss.59, 59A–59BA), public liability insurance decisions (s.70), and the association’s nominated address (s.17). They owe the statutory duties in ss.70E–70J and are personally liable for offences in many instances, although a “reasonable steps” defence is available (e.g. ss.17(3), 57(2), 65(4), 66(2), 70A(3), 59D). Committee members who have a material personal interest must disclose it and generally abstain from voting (ss.70B–70C). Remuneration and benefits paid to committee members, senior staff and their relatives must be disclosed at the annual general meeting (s.70D).

Officers, particularly the secretary, have specific obligations. The secretary must be an adult resident in Queensland or within 65 km of the border (s.66(1)), maintain the register of members (s.69A(1)(d)), keep minutes (s.69A(1)(b)), ensure documents show the registered name (s.32), notify changes of office-holders and address (s.68), and request title-register entries for land vested on incorporation (s.24). The secretary cannot also be the auditor (s.69(1)).

Creditors and third parties dealing with an incorporated association benefit from its separate legal personality and perpetual succession but must rely on the association’s assets for satisfaction of debts (s.27). The Act’s exclusion from most Corporations Act provisions (s.1B) means third parties cannot invoke company-law remedies that would otherwise apply.

The chief executive (the departmental officer designated under the Act) performs a regulatory role: deciding incorporation applications (s.12), maintaining the register (s.16), approving forms, requiring further information, publishing notices, withholding sensitive member information (s.18(3)), and cancelling incorporation on prescribed grounds (ss.93, 93B). The chief executive also advises the industrial registrar of applications with industrial purposes (ss.10A, 48A) and may direct lodgement of financial information (s.59F).

The industrial registrar receives mandatory referrals for associations or rule amendments with an “industrial purpose” and may object, compelling refusal of incorporation or registration (ss.10A(2)(b), 12(3), 48(9), 48A(2)(b)).

The Supreme Court and QCAT exercise supervisory jurisdiction. The Supreme Court may enforce member rights (s.72), wind up associations (s.91), sanction creditor-opposed amalgamations (s.83(4)), and make orders rectifying irregularities (s.133). QCAT reviews reviewable decisions of the chief executive (ss.112–113) and may stay decisions pending review (s.111).

Auditors, accountants and approved persons are engaged for financial verification. They must be independent (s.59AC) and, for large associations or those required by other laws, prepare signed audit reports (s.59AA). Approved persons may be authorised by the chief executive for medium or small associations (s.59E).

The public trustee holds surplus assets on winding-up or cancellation where no special resolution disposes of them (s.92(2)), and may receive vested property on reinstatement (s.94D).

The Commissioner of the Australian Charities and Not-for-profits Commission may receive information from the chief executive under an information-sharing arrangement (s.119B), affecting incorporated associations that are also ACNC-registered charities.

Finally, former unincorporated associations and their office-holders are affected during the transition: property vests, proceedings continue, and pre-incorporation liabilities may still be pursued against trustees or committee members in deficit cases (s.23(3)–(4)).

Duties of the management committee are both collective and personal. Collectively, the committee must control the association’s business (s.60(1)), ensure compliance with meeting rules (s.57(1)), keep financial records that correctly record transactions and enable true-and-fair statements and (where required) audit or verification reports (s.59(1)), prepare and present annual financial statements or reports (ss.59A–59B), lodge those documents within one month after the annual general meeting (s.59BA(1)), and consider the need for public liability insurance annually (s.70(1)). Where the association owns, leases or holds trust land, the committee must ensure public liability insurance is obtained and kept current (s.70A(2)).

Committee members must ensure the association has a nominated address in Queensland where documents can be served personally (s.17(1)(a)) and must notify the chief executive of that address and any change (s.17(1)(b)). They must also ensure a secretary is appointed within one month of incorporation or of any vacancy (s.65(2)–(3)).

Personal duties of officers (including committee members) are set out in Part 7 Division 3. Each officer must exercise powers and discharge duties with the degree of care and diligence that a reasonable person in the association’s circumstances would exercise (s.70E(1)). The business-judgment rule protects officers who make a judgment in good faith, without material personal interest, on an informed basis and rationally believing it is in the association’s best interests (s.70E(2)–(3)). Officers must act in good faith in the best interests of the association and for a proper purpose (s.70F). They must not improperly use their position to gain a pecuniary benefit or cause detriment (s.70G) or misuse information obtained in their capacity (s.70H). A specific duty prevents committee members or those taking part in management from allowing the association to trade while insolvent if there were reasonable grounds to expect insolvency (s.70I(1)); defences are available where the debt was incurred without the person’s authority, the person was ill or absent for good reason, or the person reasonably expected solvency (s.70I(2)).

Disclosure duties require a committee member with a material personal interest in a matter to disclose its nature and extent to the committee as soon as aware of it (s.70B(1)) and at the next general meeting (s.70B(2)). The member must generally absent themselves from discussion and voting (s.70C(1)), although the disinterested committee may permit presence or voting in limited cases (s.70C(3)). Details of the disclosure must be minuted and, on request, given to members (s.70B(6)). Prescribed details of remuneration and benefits paid to committee members, senior staff and their relatives must be presented at the annual general meeting (s.70D(1)).

Secretary’s duties are enumerated in s.69A(1): calling meetings in consultation with the president, keeping minutes, maintaining correspondence files, and keeping the register of members. The secretary must also notify the chief executive of changes in president, secretary or treasurer within one month (s.68(3)) and of any change in the secretary’s own address (s.68(4)). When land vests on incorporation or amalgamation, the secretary must request title-register entries within 30 days (ss.24(1)–(2), 87(1)–(2)).

Members’ rights include the contractual right to enforce the rules (s.71(1)), the right to natural justice in disciplinary matters (s.71(3)), the right to apply to the Supreme Court to enforce rules or member rights (s.72(1)), and inspection rights over minutes (s.57B) and financial documents (s.59C). Members may requisition a general meeting if the rules allow, vote on special resolutions after proper notice (s.3), and initiate grievance procedures (s.47A). A member may not be disciplined for initiating a grievance until that procedure is completed (s.47A(5)).

Rights of third parties are protected by the association’s separate legal personality. Contracts bind the association (s.28), and ultra vires acts are not invalid except in limited internal proceedings (s.26). Creditors of an insolvent association may seek winding-up (s.91(c)) and, in voluntary administration or winding-up, the Corporations Act provisions applied by ss.89 and 90 govern their rights.

The chief executive’s powers include registration and refusal (ss.12, 14), requiring information or notices (s.10), directing lodgement of financial records (s.59F), cancelling incorporation on statutory grounds (ss.93, 93B), reinstating registration (s.94B(1)), and withholding sensitive member information from the public register (s.18(3)). The chief executive may approve forms (s.130) and, by arrangement, share information with the ACNC Commissioner (s.119B).

Audit and verification obligations rest on the chosen auditor, accountant or approved person. They must be independent (s.59AC) and, for medium associations not otherwise audited, sign a verification statement confirming adequate bookkeeping (s.59AB(3)(a)).

Industrial-registrar rights include receiving mandatory referrals and issuing objection notices that compel refusal of incorporation or rule registration where an industrial purpose exists (ss.10A, 12(3), 48A, 48(9)).

All duties are enforceable by penalty, by Supreme Court order, or by QCAT review of administrative decisions.

The Act deploys a mix of criminal penalties, civil enforcement mechanisms and administrative sanctions.

Criminal penalties are expressed in penalty units. The highest monetary penalty is 60 units, imposed on officers for breach of the general duties (ss.70B(1)–(2), 70E(1), 70F, 70G, 70H) and for insolvent trading (s.70I(1)). Committee members of large associations face 20-unit maxima for financial-record and reporting failures (ss.59(1), 59A(1), 59AA(3), 59B(1)), while medium and small associations’ committee members face 10 units for the same breaches. Knowingly false or misleading statements or documents attract 10 units (s.121A(2)–(3)). Failure to lodge annual documents under s.59BA attracts 4 units for the secretary, president and treasurer (s.59BA(3)). Lesser penalties of 2–5 units apply to notification failures (ss.17(1), 24(2), 52(2), 53(3), 68(1), 68(3)–(4)), use of the word “incorporated” by an unincorporated body (s.30(2)), and failure to provide a translated copy of non-English rules (s.54(1)–(2)).

Imprisonment is available only for the general fraud or misappropriation offence in s.122 (up to three months in default of payment or compliance with a repayment order). The Act also creates deemed-clerk-or-servant status for treasurers, secretaries and committee members with financial responsibilities, exposing them to Criminal Code fraud provisions (s.123).

Strict-liability and defence provisions appear frequently. Committee members prosecuted for meeting-rule breaches, secretary-appointment failures, nominated-address breaches or insurance failures have a “reasonable steps” defence (ss.17(3), 57(2), 65(4), 66(2), 70A(3)). A member of a management committee who discloses a material personal interest and complies with s.70C(1) (or whose interest falls within the common-interest exception in s.70B(3)) is protected from avoidance of contracts or accounting for profits (s.70B(4)).

Civil enforcement is primarily through the Supreme Court. Members or the association itself may seek orders enforcing the rules, declaring rights and obligations, or restraining breaches (s.72(1)). The Court may grant relief, refuse relief or make costs orders where the application is trivial, unreasonable or brought improperly (s.73). The Court may also wind up an association on grounds including insolvency, oppression, inconsistency with objects, or just and equitable grounds (s.91), and may validate irregularities or extend time (s.133).

Administrative enforcement is vested in the chief executive. Refusal of incorporation or rule registration is available on non-compliance grounds (ss.12(2), 48(8)) and is mandatory where the industrial registrar objects on industrial-purpose grounds (ss.12(3), 48(9)). Cancellation of incorporation may occur for unsuitable names (s.44(4)), failure to lodge financial documents (implicit in s.59BA), or where an adverse industrial order or penalty has been imposed (s.93B(2)). The chief executive may require further information (ss.10(1), 106C, 106J), direct lodgement of financial records (s.59F), and withhold sensitive member information from the public register (s.18(3)).

QCAT review is available for reviewable decisions of the chief executive (s.113). An applicant may seek an immediate stay (s.111). The chief executive must give a QCAT information notice for any reviewable decision (s.112(4)).

Industrial-registrar enforcement operates through mandatory notification and objection pathways. If the registrar gives a notice under the Industrial Relations Act 2016, s.578K that the objection ground is established, the chief executive must refuse incorporation or rule registration (ss.12(3), 48(9)).

ACNC information sharing is enabled by s.119B but is not an enforcement mechanism; it merely permits disclosure to the federal regulator.

Limitation periods are not expressly imposed except for the three-month window to lodge rule-amendment applications (s.48(4)) and name-change applications (s.35(3)). General summary-offence limitation periods apply to penalty provisions.

The enforcement pyramid therefore ranges from internal grievance procedures (s.47A), through civil court enforcement and administrative cancellation, to criminal prosecution for serious misconduct.

The Act is deliberately positioned within a wider regulatory ecosystem. Its central interaction is with the Corporations Act 2001 (Cwlth). Section 1B(1) declares an incorporated association to be an excluded matter for s.5F of the Corporations Act in relation to the Corporations legislation, other than to the extent specified in s.1B(2). The exception preserves the operation of Corporations Act Part 5A.1 (ss.601AA–601AD) for associations that are also companies, but excludes s.601AD(2)–(4). Once an association becomes incorporated under this Act, the exclusion applies only while it remains so incorporated (s.1B(4)). This architecture prevents dual regulation while allowing voluntary migration to company status under Part 14.

Industrial Relations Act 2016 (Qld) is engaged whenever an association or proposed rule change has an “industrial purpose”. The chief executive must refer the application to the industrial registrar (ss.10A, 48A). If the registrar notifies that the objection ground is established, incorporation or rule registration must be refused (ss.12(3), 48(9)). An adverse order or industrial penalty against an incorporated association or its officer triggers mandatory cancellation of incorporation (s.93B).

The Fair Trading Inspectors Act 2014 supplies common inspection powers. Section 1C provides that those powers are additional to, and do not limit, powers under this Act. Modifying provisions appear in s.4A of the Fair Trading Inspectors Act.

Bankruptcy Act 1966 (Cwlth) criteria are imported into eligibility and disqualification rules. A person is ineligible for committee membership if they are an undischarged bankrupt, have an uncompleted deed of arrangement, or have an uncompleted composition with creditors (s.61A(2)). Committee membership automatically vacates on bankruptcy or analogous events (s.64(2)(b)).

Land Act 1994, Local Government Electoral Act 2011 and Education (General Provisions) Act 2006 are referenced in the eligibility exclusions (s.5(1)(b)(iv), (e)(iii) example, (e)(iv)). Associations holding land or trust land must maintain public liability insurance (s.70A(1)).

Collections Act 1966 and Gaming Machine Act 1991 are listed as “another law” that may trigger audit obligations for medium or small associations (s.58 definition of “another law”).

Australian Charities and Not-for-profits Commission Act 2012 (Cwlth) is engaged through the information-sharing power in s.119B. The chief executive may enter arrangements with the ACNC Commissioner and disclose information obtained under this Act about ACNC-registered entities.

Partnership Act 1891, Industrial Relations Act 2016 (organisations), and specific education and local-government statutes are used to carve out ineligible entities (s.5(1)(b)).

Magistrates Courts Act 1921 is invoked to make repayment orders under s.122 enforceable as judgments (s.122(2)).

QCAT Act governs external review of reviewable decisions (ss.111–113) and supplies the statutory framework for stays and information notices.

Criminal Code is engaged by s.123, which deems treasurers, secretaries and financially responsible committee members to be clerks or servants for the purposes of fraud and dishonesty offences.

The Act itself prevails over inconsistent rules (s.1D). Model rules have subordinate status but are taken to include additional provisions if the association’s rules are silent (s.47(1)), unless the association has expressly disapplied that rule (s.47(3)).

Voluntary administration and winding-up apply modified Corporations Act provisions (ss.89–90, 91B–91C). The applied provisions are listed in Schedule 1 (changes to Corporations Act) and may be further modified by regulation.

In summary, the Act is a self-contained code for non-profit incorporation that deliberately defers to specialist legislation for corporations, industrial, charity, land and insolvency matters while maintaining clear boundaries.

The most significant recent amendments are contained in the Associations Incorporation and Other Legislation Amendment Act 2020 (Act No. 17 of 2020) and the Industrial Relations and Other Legislation Amendment Act 2022 (Act No. 27 of 2022).

The 2020 Act introduced a modernised financial-reporting regime. Former level-1, level-2 and level-3 classifications were replaced by size-based “small”, “medium” and “large” categories defined by current assets and total revenue thresholds (s.58). Small associations (below $20,000 or prescribed) may use cash or accrual accounting and require only a verification statement signed by the president or treasurer (s.59AB(3)(b)). Medium associations not otherwise required to audit must obtain an examination and verification statement from an auditor, accountant or approved person (s.59AB(3)(a)). Large associations and those required by other laws to audit must obtain a full audit report (s.59AA). These changes, inserted by ss.21–25 of the 2020 Act, replaced the previous one-size-fits-all audit requirement for larger associations and aligned Queensland’s regime with national not-for-profit reporting expectations. Consequential amendments appear in ss.46, 47, 56, 58–59F, 68 sch 1 and 70.

The same Act inserted officer duties (ss.70B–70J) modelled on Corporations Act ss.180–184 and 189. It introduced the business-judgment rule (s.70E(2)–(3)), disclosure and voting restrictions on material personal interests (ss.70B–70C), and remuneration disclosure (s.70D). These provisions respond to community expectations that committee members of incorporated associations be held to standards comparable to company directors, especially after high-profile collapses of member-based organisations.

A mandatory grievance procedure containing mediation and impartial decision-making was added as s.47A. If an association’s rules do not contain a compliant procedure, the model rules are taken to supply one (s.47A(6)). The association is prohibited from disciplining a member who has initiated the grievance until the procedure is completed (s.47A(5)). This change addresses the previous absence of a statutory minimum standard for internal dispute resolution.

The 2020 Act also clarified the relationship with the Corporations Act (amended s.1B), expanded the register to include lodged financial documents (s.16(3)), strengthened the prohibition on use of register information for unsolicited advertising (s.16A), and permitted the chief executive to withhold domestic-violence or refuge addresses (s.18(3)).

The Industrial Relations and Other Legislation Amendment Act 2022 inserted ss.10A and 48A, requiring the chief executive to notify the industrial registrar of any incorporation or rule-amendment application that has, or would have, an industrial purpose. If the registrar notifies that the objection ground is established, the chief executive must refuse the application (ss.12(3), 48(9)). A new cancellation ground was added: where an adverse order or industrial penalty has been imposed against the association or its officer or member (s.93B). These changes prevent incorporated associations from being used to circumvent industrial-relations regulation and give the industrial registrar a gatekeeper role.

Minor technical amendments in 2020 also updated cross-references, replaced “level” terminology with size-based terminology, and aligned the Act with the Fair Trading Inspectors Act 2014.

The cumulative effect of these amendments is to shift the Act from a minimalist incorporation statute to a modern governance and accountability regime that mirrors aspects of company law while preserving the lighter regulatory touch appropriate for small community groups.

The reported case law under the Act is relatively modest, reflecting the preference for internal resolution and the low monetary value of most disputes. Nevertheless, several themes emerge from the decided cases and from judicial commentary on analogous provisions.

Oppression and just-and-equitable winding-up have been the most litigated grounds under s.91. Courts have accepted that conduct which is “oppressive or unfairly prejudicial to, or unfairly discriminatory against, a member” (s.91(f)) includes exclusion from management, denial of access to financial records, and serious breaches of natural justice. In one unreported Supreme Court matter, a long-standing member successfully obtained winding-up where the committee had consistently refused to call general meetings and had applied funds to purposes outside the objects. The Court emphasised that the statutory oppression ground is not limited to conduct that would found a derivative action in a company; it is tailored to the associative, membership-driven character of these entities (see s.71(3) obligation to observe natural justice).

Ultra vires and capacity questions were largely settled by the predecessor to s.26. That section provides that no act (including entry into an agreement) is invalid merely because the association lacked capacity under its rules or the Act. Capacity may be asserted only in internal restraint proceedings by a member or in proceedings against officers for breach of duty (s.26(2)). The provision mirrors the former Companies Code s.68 and has been interpreted consistently with it: a third party dealing in good faith is protected, but an internal member may still seek an injunction before the act is completed.

Rule interpretation and contractual effect of the rules (s.71(1)) has generated disputes about expulsion, membership fees and voting rights. Courts treat the rules as a statutory contract but subject to the overriding obligation of natural justice (s.71(3)). A 2018 Supreme Court decision set aside an expulsion where the committee had relied on a rule that permitted expulsion “for any reason” without giving the member an opportunity to be heard. The Court held that s.71(3) imports a non-excludable minimum standard of procedural fairness.

Financial reporting and auditor independence have produced fewer reported decisions, but the introduction in 2020 of size-based tiers and the independence requirements in s.59AC are likely to generate future controversy. The prohibition on a secretary or committee member acting as auditor (s.59AC(1)(a)) is absolute; the extension to partners of prohibited persons (s.59AC(2)) prevents circumvention through accounting firms. A committee member who signs a verification statement knowing the financial records are materially deficient would breach both s.59AB and the general duty in s.70E.

Industrial-purpose objections under the new ss.10A and 48A have not yet produced reported litigation. The mandatory referral mechanism and the conclusive effect of an industrial-registrar objection notice (ss.12(3), 48(9)) effectively give the registrar a veto. Whether this offends the constitutional freedom of association or constitutes an impermissible delegation of legislative power may yet be tested.

Public-liability insurance (ss.70–70A) has been a source of member anxiety rather than litigation. The obligation on land-owning associations is strict (s.70A(2)), but the “consider whether there is a need” obligation for other associations (s.70(1)) has been criticised as creating uncertainty. No reported case has yet clarified the standard of care required when a committee decides that insurance is unnecessary.

Register privacy (s.18(3)) was inserted in 2020 in response to concerns about domestic-violence victims and women’s-refuge addresses appearing on the public register. The chief executive’s power to withhold information where disclosure would put a person at risk of harm has not yet been the subject of judicial review, but the provision is drafted in broad, subjective terms (“reasonable grounds for believing”) and is likely to be afforded significant deference.

Overall, the case law emphasises that incorporated associations are not miniature companies; they are membership-based democratic entities whose rules and procedures must conform to basic fairness standards. Courts have shown willingness to intervene where committees act autocratically, but have been reluctant to second-guess commercial judgments made in good faith. The 2020 amendments introducing statutory duties and size-based reporting are likely to increase both compliance costs and the volume of disputes reaching the courts or QCAT.

Most practitioners assume that once an association is incorporated its rules can be amended at will. Section 1D and s.47(1) provide two traps. First, any rule inconsistent with the Act is void to the extent of the inconsistency. Second, if the association’s rules are silent on a matter for which the model rules make provision, the model-rule provision is taken to be included. An association that has expressly disapplied s.47(1) by rule (s.47(3)) may still be caught by the grievance-procedure mandate in s.47A(6), which operates even where the association has opted out of the general model-rule importation.

The financial-reporting tiers look straightforward until one realises that “current assets” and “total revenue” are not defined by reference to accounting standards but by the dictionary in s.58. “Current assets” excludes real property and depreciable assets; “total revenue” is gross income before any expenses, including cost of goods sold. An association that receives grants, fundraising and member subscriptions may easily cross the large-association threshold even though its net surplus is modest. The chief executive’s power to reclassify an association for a particular year on “special and unusual circumstances” (s.59BB) is rarely used and requires a formal application.

Officer duties in ss.70E–70J are expressed to apply to “an officer of an incorporated association”. The term “officer” is not defined in the Act. Courts are likely to import the Corporations Act s.9 definition by analogy, capturing not only committee members but also senior employees who make or participate in decisions affecting the whole or a substantial part of the association’s activities (see the definition of “senior staff member” in s.70D(2)). A paid manager who is not on the committee may still owe the full suite of duties and face the 60-penalty-unit sanctions.

The prohibition on using register information for unsolicited advertising (s.16A) is broader than many realise. It catches not only the person who obtains the information but anyone to whom it is disclosed knowing it will be used for that purpose. The maximum penalty is only 10 units, but repeated breaches could attract civil-penalty or even criminal-conspiracy attention.

Section 59AC(2) extends the auditor-independence prohibition to partners of a prohibited person. If one partner in a three-partner firm is the spouse of a committee member, none of the partners may audit or provide the verification statement. The example in s.59AC(2) makes the point explicitly.

Cancellation under s.93B for an “adverse order or industrial penalty” is automatic once the industrial registrar notifies the chief executive. There is no hearing, no discretion, and no appeal to QCAT. An association that inadvertently falls foul of industrial legislation (for example, by failing to deduct union dues or by employing a person under an award without proper registration) can lose its incorporated status overnight.

The “reasonable steps” defence available to committee members is not a due-diligence defence in the corporate sense. The member must prove he or she took all reasonable steps to ensure the association complied. In a small volunteer-run association where one person dominates, it may be difficult for the other committee members to show they took any steps at all.

Finally, the interaction between s.1B (exclusion from Corporations Act) and the applied winding-up provisions in ss.89–91C is subtle. Voluntary administration and voluntary winding-up apply only the specified parts of the Corporations Act “subject to the changes mentioned in Schedule 1”. Any practitioner advising on a distressed association must read the Schedule 1 modifications carefully; the usual company-law assumptions about liquidator powers or creditor voting may not apply.

Compliance begins before incorporation. An unincorporated group should:

1. Confirm it has at least seven members and is not ineligible under s.5.
2. Adopt either the model rules or custom rules that comply with the Act and contain a grievance procedure satisfying s.47A(2)–(5).
3. Hold a meeting complying with s.6, passing a special resolution (75 % of those present and entitled to vote) to incorporate and adopt rules.
4. Elect interim officers (president, treasurer, optional secretary) (s.8).
5. Appoint an authorised person to make the application (s.7).
6. Lodge the approved-form application with the required declarations, including a declaration as to industrial purpose (s.9(4)).

After incorporation the association must:

• Maintain a nominated address in Queensland where personal service is possible (s.17).
• Ensure the secretary is an adult resident in Queensland or within 65 km of the border (s.66).
• Keep financial records that enable true-and-fair statements (s.59).
• Determine its size classification each year (small/medium/large) and prepare, audit or verify, present and lodge the appropriate financial documents within the statutory timelines (ss.59A–59BA).
• Hold an annual general meeting within six months after the end of each financial year (s.55).
• Consider the need for public liability insurance annually and, if it holds land, obtain and maintain such insurance (ss.70–70A).
• Ensure committee members disclose and manage material personal interests (ss.70B–70C) and that prescribed remuneration details are tabled (s.70D).
• Comply with the rules as a contract (s.71) and observe natural justice (s.71(3)).
• Notify the chief executive of changes in office-holders or secretary’s address within one month (s.68).
• If the association has an industrial purpose, be aware that future rule changes or continuation may be subject to industrial-registrar objection.

For financial compliance, the treasurer should:

• Map the association’s current assets (excluding real property and depreciable assets) and total revenue (gross, before any expenses) against the regulatory thresholds.
• If large, engage a qualified auditor; if medium and not otherwise required to audit, engage an auditor, accountant or approved person for the verification statement.
• Present the required documents at the annual general meeting (s.59B).
• Lodge within one month after that meeting (s.59BA).

Committee members should adopt a charter that records the reasonable steps they will take to monitor compliance (e.g. quarterly financial reviews, insurance renewals, conflict registers). Minutes should record decisions on insurance, disclosures, and the basis for any business judgment.

When changing rules or name, observe the special-resolution and lodgement-time requirements (ss.35(3), 48(4)). If the association wishes to transfer to a CLG corporation or CATSI Act corporation, follow the procedure in Part 14, including the special resolution and application to the chief executive or Minister.

Associations that are also ACNC-registered charities should ensure their rules and financial reporting satisfy both regimes; information shared with the ACNC under s.119B will be used for federal compliance purposes.

The cheapest and safest route to ongoing compliance is to adopt the model rules (with any permitted additions), schedule regular committee training on the duties in ss.70E–70J, engage a bookkeeper familiar with not-for-profit reporting, and obtain annual sign-off from the committee that all lodgement and insurance obligations have been met. Where in doubt, the chief executive’s published guidance and the ability to seek an extension of time (s.121) or declaratory relief from the Supreme Court (s.133) provide safety valves.