New model constitution for NSW incorporated associations
19 October 2022
On 1 September 2022 the Associations Incorporation Regulation 2022 (NSW) (Regulations) were introduced. The Regulations include a new model constitution for NSW incorporated associations (the 2022 model constitution).
The 2022 model constitution can be downloaded from NSW Fair Trading.
How could this impact your incorporated association?
If your NSW incorporated association:
- has the 2016 version of the model constitution, you now have a brand new 2022 model constitution
- has its ‘own constitution’ that does not address all the ‘Schedule 1’ mandatory requirements (see below for more information), you will need to consult the new 2022 model constitution to determine what clauses will be ‘read-in’ to your constitution
- has its ‘own constitution’ that does address all the ‘Schedule 1’ mandatory requirements (see below for more information) this does not impact your association
If your association has based its ‘own constitution’ on the 2016 version of the model constitution, it’s worth updating references to the Associations Incorporation Regulation 2016 (NSW) to Associations Incorporation Regulation 2022 (NSW) when you next change your constitution.
How do you know if your association has the model constitution or its own constitution?
Your association is deemed to have the model constitution if it has downloaded the model constitution from the NSW Fair Trading website and made no additions or alterations (including inserting a cover page).
How do you know if your association’s constitution addresses all the ‘Schedule 1’ mandatory requirements?
The Associations Incorporation Act 2009 (NSW) sets out 17 matters that must be addressed in an NSW incorporated association’s constitution. If an association’s constitution does not address one of these matters, the equivalent model constitution clause is ‘read in’ to the association’s constitution.
In this case, your association must consult two constitutions, which can get confusing. It’s best to make sure that your association’s constitution addresses all the ‘Schedule 1’ mandatory requirements.
You can check if your association’s constitution addresses all the ‘Schedule 1’ mandatory requirements in our fact sheet for NSW associations.
If you think you have the new 2022 model constitution – what should you do next?
It is important to make sure your management committee and your members are aware that you have a brand-new constitution.
Download a copy of the new model constitution and review the clauses to see if they are suitable for your organisation. While it isn’t strictly legally required, it could also be a good idea to pass a special resolution at your next general meeting of members to formally adopt the 2022 model constitution as your new constitution.
For more information about passing a special resolution to change your constitution, see our fact sheet for NSW associations.
