The possible business entities for a society, club, institution or other body are either:
  • A company limited by guarantee incorporated under the Corporations Act (Guarantee Company);
  • An association incorporation incorporated under the Associations Incorporation Act, 1984, New South Wales (Act) or under similar legislation in other States and Territories in Australia (Incorporated Association).


Practice area overview

A Guarantee Company and an Incorporated Association provides a means by which a group of people may combine to advance their common economic or social interests.

Most of the States/Territories in Australia (i.e. Victoria, Queensland, South Australia, Western Australia, Northern Territory and Australian Capital Territory) have legislation similar to the Act for the formation of an incorporated association. Our comments below are generally (though not in all cases) applicable to an Incorporated Association established in those other States/Territories also.

A society, club, institution or other body (Association) can be incorporated under the Act if it is formed or carried on for any lawful object and if it:

  • is not carried on for the object of trading or securing pecuniary gain for its members.
  • does not have a capital divided into shares held by members of the Incorporated Association.
  • does not hold property in which the members of the Incorporated Association have a disposable interest, whether directly or in the form of shares or stock in the capital of the Incorporated Association, or otherwise.


What we do

We can help you by:

  • Advising you on the features and benefits of an incorporated and an unincorporated association for you as opposed to other business entities and structures.
  • Write a LLP agreement to meet your requirements.
  • Advise and write for you procedures and documents required for management of your incorporated and an unincorporated association.
  • Advise you on and implement subsequent amendments to your LLP agreement.
  • Advise you as to the rights and obligations of the members and executive of the incorporated and an unincorporated association.

Related Practice Areas


We think outside the square

We help our clients comply with changing legal requirements and seek to ‘think outside the square’ to provide our clients with solution oriented legal services, with attention to detail.