Entering into contracts

What's required of an incorporated society

An incorporated society has a legal identity separate to that of its members, and can enter into a contract as if it were an individual.

The Incorporated Societies Act 1908 sets out specific requirements for a society entering into a contract:

  • If the contract is the type of agreement that, when between individuals, would be in the form of a deed, then the society must have a written contract, executed ‘under seal’ (using the society’s ‘common seal’). An example of this type of contract would be an agreement to buy or sell land.
  • If the contract is the type of agreement that, when between individuals, would be in writing, then the society will need a written contract signed by a person authorised by the society to do so (usually an officer). An example of this type of contract would be a loan.
  • If the contract is the type of agreement that, when between individuals, would not be in writing, then the society does not need a written contract, (so long as it is entered into by a person authorised by the society to do so, usually an officer).

Societies entering into a contract should consider the following:

  • Is the purpose of the contract authorised under the society’s rules and ‘objects’?
  • If money is being borrowed, do the society’s rules allow it, and will it be used for a purpose covered by the ‘objects’ of the society?
  • Who is authorised to enter into the contract on behalf of the society?

All help topics

Getting started on the register 6 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 business entities

Starting an incorporated society 6 guides

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

Running your incorporated society 8 guides

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. There are two ways this can be done – by dissolving the society, or having it liquidated.

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

Forms you'll need to register your incorporated society and keep it up to date, along with a schedule of fees payable.