Sch 1Matters to be provided for in rules of an incorporated association

Schedule 1 — Matters to be provided for in rules of an incorporated association [s. 3, 22, 23, 26, 28, 133, 182 and 202] Division 1 — Matters to be addressed 1. The name of the incorporated association. 2. The objects or purposes of the incorporated association. 3. The qualifications (if any) for membership of the incorporated association and provision for when membership commences and when it ceases. 4. The register of members of the incorporated association. 5. The entrance fees, subscriptions and other amounts (if any) to be paid by members of the incorporated association. 6. The name, constitution, membership and powers of the management committee or other body having the management of the incorporated association (in this clause referred to as the committee) and provision for the following — (a) the election or appointment of members of the committee; (b) the terms of office of members of the committee; (c) the grounds on which, or reasons for which, the office of a member of the committee shall become vacant; (d) the filling of casual vacancies occurring on the committee; (e) the quorum and procedure at meetings of the committee; (f) the making and keeping of records of the proceedings at meetings of the committee; (g) subject to Division 2 clause 1, the circumstances (if any) in which payment may be made to a member of the committee out of the funds of the association. 6A. The member or members, by name or position, of the management committee of the incorporated association who are responsible for complying with a provision of this Act or the regulations that requires information to be given to the Commissioner about the association. 7. The quorum and procedure at general meetings of members of the incorporated association. 8. The notification of members or classes of members of general meetings of the incorporated association and their rights to attend and vote at those meetings. 9. The time within which, and manner in which, notices of general meetings and notices of motion are to be given, published or circulated. 10. Subject to Division 2 clause 3, the number of members, expressed as a percentage of membership, who may at any time require that a general meeting of the incorporated association be convened. 11. The manner in which the funds of the association are to be controlled. 12. Subject to Division 2 clauses 4 and 5, the day in each year on which the financial year of the incorporated association commences. 13. The intervals between general meetings of members of the incorporated association and the manner of calling general meetings. 14. The manner of altering and rescinding the rules and of making additional rules of the incorporated association. 15. Provisions for the custody and use of the common seal of the incorporated association, if it has one. 16. The custody of books and securities of the incorporated association. 17. The inspection by members of the incorporated association of records and documents of the incorporated association. 18. A procedure for dealing with any dispute under or relating to the rules — (a) between members; or (b) between members and the incorporated association. 19. Subject to section 24, the manner in which surplus property of the incorporated association must be distributed or dealt with if the association is wound up or its incorporation is cancelled. [Division 1 amended: No. 9 of 2025 s. 29.] Division 2 — Particular requirements for certain rules 1. Payment to members of management committee (1) Any rules made as mentioned in Division 1 item 6(g) are to provide for payment to be made to a member of the management committee of an incorporated association out of the funds of the association only if the payment is authorised by resolution of the association. (2) Subclause (1) does not apply to payment to a member of the management committee for out‑of‑pocket expenses for travel and accommodation in connection with the performance of the member’s functions. 2. Entitlement of members in respect of general meetings The rules made as mentioned in Division 1 item 8 must provide for all members of the incorporated association to be entitled to receive notice of and to attend any general meeting of the association. 3. Number of members who may call a general meeting The rules made for the purpose of Division 1 item 10 cannot specify greater than the prescribed percentage of members as the number of members who may at any time require that a general meeting be convened in accordance with the rules of the incorporated association. 4. Financial year of associations incorporated under this Act (1) In this clause — rules means rules made for the purposes of Division 1 item 12. (2) This clause applies to an association that is incorporated on or after the day on which section 4 comes into operation, other than an incorporated association to which section 190(3) applies. (3) The first financial year of an incorporated association after its incorporation is to be a period fixed by its rules, but not exceeding 15 months commencing on the day of incorporation. (4) Subsequent financial years of an incorporated association are to be the period of 12 months commencing at the termination of the first financial year or the anniversary of that termination. (5) Subclause (4) does not limit the power of an incorporated association to amend its rules so that its financial year is some other period of 12 months and, if it does so, an initial period of more or less than 12 months may be determined to be the financial year so far as is necessary for the transition from one period to another. 5. Transitional provisions as to financial year of associations incorporated under the repealed Act (1) In this clause — rules means rules as to the day in each year on which the financial year of the incorporated association commences. (2) This clause applies to — (a) an association that is an incorporated association immediately before section 4 comes into operation; and (b) an incorporated association to which section 191 applies. (3) Subject to section 199, the financial year of an incorporated association to which this clause applies is to be a period of 12 months fixed by its rules. (4) Subclause (3) does not limit the power of an incorporated association to alter the provision in its rules that fixes its financial year. (5) If — (a) the period fixed by an incorporated association for the purposes of subclause (3) is different from the period previously applicable to the association; or (b) an incorporated association alters its rules as mentioned in subclause (4), an initial period of more or less than 12 months may be determined to be the financial year so far as is necessary for the transition from one period to another. (6) Until an incorporated association to which this clause applies amends its rules for the purposes of Division 1 item 12 — (a) the financial year of the association continues to be that applicable immediately before section 4 came into operation; and (b) the definition of ***financial year*** in section 3 is taken to provide accordingly. Schedule 2 — Vesting of property and liabilities on amalgamation [s. 108] 1. Terms used In this Schedule, unless the contrary intention appears — former association means an incorporated association that is a party to an amalgamation under Part 7; incorporated association means a new body that is incorporated under section 106. 2. Transfer of property and liabilities and related provisions On the incorporation of an association under section 106 — (a) the property of a former association vests, by virtue of this clause, in the incorporated association; and (b) the rights and liabilities of a former association become, by virtue of this clause, the rights and liabilities of the incorporated association; and (c) proceedings by or against a former association subsisting immediately before the incorporation may be continued by or against the incorporated association; and (d) proceedings that might have been brought by or against a former association immediately before the incorporation may be commenced by or against the incorporated association; and (e) any act, matter or thing done or omitted to be done before the incorporation by, to or in respect of a former association is, to the extent to which the act, matter or thing has any force or effect, taken to have been done or omitted by, to or in respect of the incorporated association; and (f) a reference in an agreement or instrument to a former association is unless — (i) the context otherwise requires; or (ii) the regulations otherwise provide, to be read as, or as including, a reference to the incorporated association. 3. Trusts etc. not affected Any property vested in an incorporated association by clause 2 is vested subject to any trust, restriction or obligation to which the property was subject immediately before it became so vested. 4. Notation of registers On — (a) the application of an incorporated association in which any estate or interest in land has been vested by clause 2; and (b) the production of such documents as the Registrar of Titles or the Registrar of Deeds and Transfers may require, the relevant official is to record and register the vesting in the appropriate manner. [Clause 4 amended: No. 9 of 2025 s. 30.] Schedule 3 — Modifications to text of Corporations Act [s. 120, 121, 121A, 122 and 125] [Heading amended: No. 9 of 2025 s. 31(1).] 1. A reference to a company or body is to be read as a reference to an incorporated association. 2. A reference in Part 5.7 to a Part 5.7 body is to be read as a reference to an incorporated association. 3. A reference to the board of a body corporate is to be read as a reference to the management committee of an incorporated association. 4. A reference to the directors of a company is to be read as a reference to the members of the management committee of an incorporated association. 5. A reference to the secretary of a company is to be read as a reference to the secretary of an incorporated association or the person carrying out the functions ordinarily carried out by the secretary of an incorporated association. 6. A reference to an officer of a company is to be read as a reference to an officer of an incorporated association. 7. A reference to the principal place of business of a company is to be read as a reference to the address of an incorporated association given to the Commissioner under section 7(2)(a), 103(1), 175 or 203 of this Act, as the case may be. 8. A reference to a company carrying on business is to be read as a reference to an incorporated association pursuing its objects or purposes. 9. A reference to ASIC is to be read as a reference to the Commissioner. 10. A reference to the Court is to be read as a reference to the Supreme Court. 11. A reference to the deregistration of a company is to be read as a reference to the cancellation of the incorporation of an association. 12. A reference to a special resolution is to be read as a reference to a special resolution within the meaning of this Act. 13. A reference to a contributory of a company is to be read as a reference to a member of an incorporated association. 14. A reference to a registered company auditor or an auditor is to be read as a reference to a person, firm or company authorised to audit the financial statements of an incorporated association under this Act. 15. A reference in section 544(1), (1A) and (2)(c) to Part 9.7 is to be read as a reference to section 121(4) to (6) of this Act. [Schedule 3 amended: No. 9 of 2025 s. 31.] Schedule 4 — Grounds for winding up by Supreme Court [s. 123 and 124] 1. The incorporated association was not at the time of incorporation eligible for incorporation under this Act. 2. The incorporation of the association was obtained by fraud or mistake. 3. The incorporated association is contravening section 17. 4. The incorporated association has suspended its operations, or has in effect been dormant, for a whole year or more. 5. The incorporated association is unable to pay its debts as and when they become due and payable. 6. The incorporated association has engaged in activities outside the scope of its objects or purposes or has ceased to pursue those objects or purposes. 7. The management committee of the incorporated association has acted oppressively in relation to members. 8. The following circumstances apply — (a) the incorporated association has contravened a provision of this Act that applies to it; and (b) the Commissioner has by notice in writing given to the association required the association to remedy the contravention within 60 days after the notice was given; but (c) the association has failed or refused to do so. 9. The incorporated association has by special resolution resolved that it be wound up by the Supreme Court. 10. The Supreme Court is of the opinion that it is just and equitable that the incorporated association should be wound up. Notes This is a compilation of the *Associations Incorporation Act 2015* and includes amendments made by other written laws. For provisions that have come into operation see the compilation table. For provisions that have not yet come into operation see the uncommenced provisions table. Compilation table | **Short title** | **Number and year** | **Assent** | **Commencement** | | --- | --- | --- | --- | | *Associations Incorporation Act 2015* | 30 of 2015 | 2 Nov 2015 | s. 1 and 2: 2 Nov 2015 (see s. 2(a)); Act other than s. 1 and 2: 1 Jul 2016 (see s. 2(b) and *Gazette* 24 Jun 2016 p. 2291‑2) | | *Associations and Co‑operatives Legislation Amendment Act 2025* Pt. 2 (other than s. 5, 12‑14, 26 and 28) | 9 of 2025 | 22 Aug 2025 | 23 Aug 2025 (see s. 2(c)) | Uncommenced provisions table To view the text of the uncommenced provisions see *Acts as passed* on the WA Legislation website. | **Short title** | **Number and year** | **Assent** | **Commencement** | | --- | --- | --- | --- | | *Associations and Co‑operatives Legislation Amendment Act 2025* s. 5, 12‑14, 26 and 28 | 9 of 2025 | 22 Aug 2025 | To be proclaimed (see s. 2(b)) | Defined terms *[This is a list of terms defined and the provisions where they are defined. The list is not part of the law.]* **Defined term Provision(s)** accounting standards 62 activity 5(3) address 58(1) affected person 169(1) alter 3 approved form 3 a repealed Act 3 association 3 auditing standards 62 authorised person 61(1), 171 body 134(1) body corporate 100(1) books 3 business judgment 44(3) commencement day 186 Commissioner 3 Corporations Act 3 Department 3 distribution plan 128 executive officer 153(1) exempted association 199(1) existing incorporated association 186 financial records 62 financial report 62 financial statements 62 financial year 3 former association Sch. 2 cl. 1 full voting rights 3 incorporated association 3, Sch. 2 cl. 1 liability 3 management committee 3 meeting 61(1) model rules 3 new accounting and financial reporting requirements 205(1) new body 101, 102(1) new requirement 198(1) officer 3 other person 127(3) other persons 112(1) personal information 162(5) prescribed body corporate 92 property 3 public authority 134(1) relevant contract 134(1) relevant documents and records 41(1) relevant office holder 60(1) repealed provision 194(1) restructuring practitioner 127(7) reviewable decision 169(1) rules Sch. 1 cl. 4(1) and 5(1) special resolution 3 specified 60(1), 160(1) surplus property 3 the repealed Act 3 tier 1 association 62, 64(1) tier 2 association 62, 64(2) tier 3 association 62, 64(3) transition period 201(1) This work is licensed under a Creative Commons Attribution 4.0 International Licence (CC BY 4.0). To view relevant information and for a link to a copy of the licence, visit www.legislation.wa.gov.au. Attribute work as: © State of Western Australia 2025. By Authority: GEOFF O. LAWN, Government Printer