New legislation for incorporated societies

An introduction to the law changes

On 5 October 2023, the Incorporated Societies Act 2022 (the 2022 Act) came into force. The 2022 Act modernises the laws and the way societies need to operate. For a time, there will be 2 Acts in force – which one applies to your society depends on which Act it’s registered under.

  • Existing incorporated societies (those incorporated under the Incorporated Societies Act 1908) will need to reregister under the 2022 Act if they want to remain as an incorporated society.
  • New societies wanting to register will automatically register under the 2022 Act.

On this page:

Which Act applies to your society

Between 5 October 2023 and 5 April 2026 there will be 2 Acts in force — which one applies to your society depends on which Act it’s registered under.

  • If your society registered for the first time on or after 5 October 2023, it must operate under and comply with the 2022 Act.
  • If your society was registered before 5 October 2023 and has not yet reregistered, it must operate under and comply with the 1908 Act.
  • If your society was registered before 5 October 2023 and has reregistered, it must operate under and comply with the 2022 Act.

If you’re not sure which Act applies you can check by searching the Incorporated Societies Register for free.

How to search the register

Existing societies will need to reregister

From 5 October 2023 existing societies will need to reregister under the 2022 Act if they want to remain as an incorporated society. You should understand what it means to reregister and what happens if your society doesn’t reregister. There are a few things your society will need to do before it reregisters, such as preparing some documents and possibly adopting some new processes to comply with the 2022 Act.

If you’re an existing society, you can apply to reregister under the 2022 Act any time from 5 October 2023 to 5 April 2026. Until your society reregisters it must operate under and comply with the 1908 Act.

There are a few things your society will need to do before it reregisters

Under the 2022 Act, your society will need to —

Learn more about getting ready for reregistering

What happens to your society if it doesn’t reregister

If your society doesn’t reregister between 5 October 2023 and 5 April 2026, it will cease to exist. This means it would no longer be an incorporated society which has the following implications:

  • This removes your right to make decisions on behalf of your society, such as, deciding what happens to any assets it owns. The Registrar could direct how to distribute them instead.
  • This takes away the separate legal identity your society previously had. This means members could be held personally liable for debts or obligations (such as leases) owed by the society. Similarly, your society could not sign any new contracts in its name.
  • The name your society used will no longer have any protection – another group could incorporate using the same name.

New societies will register under the 2022 Act

If you’re a new society wanting to register for the first time, from 5 October 2023 you will automatically register under the 2022 Act.

When you set up an incorporated society, you’re creating a separate legal entity. An incorporated society can do many of the same things as an individual — hold property in its own name, enter into contracts, and sue and be sued.

All societies incorporated in New Zealand have the same basic elements:

  • a society name
  • at least 10 members
  • a governing body (a committee with at least 3 officers)
  • a constitution
  • contact addresses.

Starting an incorporated society

Society-based charitable trust boards can reregister as an incorporated society

From 5 October 2023 society-based charitable trust boards – those incorporated under the Charitable Trusts Act 1957 — can choose to reregister under the 2022 Act or remain registered under the Charitable Trusts Act 1957.

If your organisation chooses to reregister it would change entity type from a charitable trust board to an incorporated society. You may need to seek expert advice from your lawyer, accountant or other professional to help you decide which organisational structure best suits your needs.

  • If you decide to reregister, you can apply any time from October 2023
  • If you decide not to reregister, your trust board will remain on the Charitable Trusts Register. You will be able to continue operating as you do now.

Learn more about charitable trust boards reregistering as incorporated societies

Our website is your go-to

We have updated the help guides on our website with information about the 2022 Act. We also have a ‘Law Changes Hub’ with information about the new legislation and its impact on societies.

Published 5 October 2023

All help topics

Getting started on the register 7 guides

Find out about incorporated societies and the Incorporated Societies Register, and what's needed to register and maintain an incorporated society in New Zealand.

Searching the Incorporated Societies Register 2 guides

Find out how to search our registers for information about incorporated societies, and other entities

Starting an incorporated society 5 guides

To incorporate a society in New Zealand you must submit an application, along with the required documents, and pay a registration fee.

Reregistering under the 2022 Act 4 guides

To remain on the register, existing societies will need to reregister under the Incorporated Societies Act 2022 before April 2026

Running your incorporated society 7 guides

Once you’ve registered, you’ll need to keep your details on the register up to date, and follow the rules that apply to incorporated societies and how they are run.

Meeting your annual filing requirements 3 guides

Once you've registered your incorporated society, you'll need to file annual financial statements. Societies registered under the Incorporated Societies Act 2022 must also complete an annual return.

Keeping society details up to date 8 guides

Once you've registered your incorporated society, you'll need to file annual financial statements and update other society details when they change.

Ending an incorporated society 2 guides

When an incorporated society reaches the end of its 'life', it must be wound up and removed from the register. Here we outline the ways this can be done – by dissolving the society (1908 Act), removing the society from the register (2022 Act) or placing it in liquidation.

Restoring an incorporated society to the register 2 guides

An application can be made to us to have an incorporated society restored to the register, by the society itself, or by a creditor. You'll need to provide evidence to support your application.

Forms and fees 3 guides

The forms you might need to update a society's details, along with the fees that apply and ways you can pay.

Managing your online account 7 guides

To update society details on the Register of Incorporated Societies you need a Companies Office online services account. It's free to set up, but fees apply for some transactions.