Ending an organisation

On this page

• Reasons for ending an organisation
• The process for ending an organisation
• Solvent and insolvent organisations
• Registered charities and deductible gift recipient status

Reasons for ending an organisation

An organisation may choose to end for a variety of reasons, including because it:

• no longer wishes to pursue its purposes
• has achieved its purpose
• no longer has enough members, funding or people to continue operating, or
• is experiencing financial difficulties

In other circumstances, an organisation may be required to end because of action taken by a regulator, creditor or court. 

The process for ending an organisation

The process for ending an organisation depends on:  

• the organisation's legal structure
• whether it is solvent or insolvent 
• whether it is ending voluntarily or or is being required to end, and 
• for an incorporated association, the state or territory in which it is incorporated 

Companies limited by guarantee

If your organisation is a company limited by guarantee (CLG), the process will depend on whether the CLG is solvent and whether it is eligible for voluntary deregistration.

If the CLG is not eligible for deregistration, it may need to be wound up. Different processes apply to solvent and insolvent CLGs.

Incorporated associations

If your organisation is an incorporated association, the process will depend on the law of the state or territory in which it is incorporated.

Depending on the jurisdiction and the association's circumstances, an eligible solvent incorporated association may be able to use a voluntary cancellation or deregistration process. If that process is not available, the association may need to be wound up.

Different processes apply to solvent and insolvent incorporated associations.

Ending part of an organisation

Winding up is generally only necessary if you want to bring the entire organisation to an end.

If you only want to close a division, service or project, the process will depend on your organisation's constitution, rules, contracts or funding arrangements.

For example, closing part of an organisation may involve:

• redeploying staff or making positions redundant
• selling or transferring assets
• ending leases or contracts, and
• dealing with licences, permits and funding agreements

These steps may involve legal issues, but they do not affect the existence of the organisation itself.

Distribution of surplus assets

If assets remain after the organisation’s debts, liabilities and winding up costs have been paid, those surplus assets must be dealt with in accordance with:

• the law governing the organisation
• its constitution or rules
• any applicable funding agreements, and
• any charity or deductible gift recipient requirements

Government-funded property or unspent grant money may need to be returned to the funding body or transferred as it directs.

See our webpages on ending a CLG and ending an incorporated association for information about distributing surplus assets when an organisation ends.

Public notice that an organisation has ended

ASIC records the deregistration of a CLG on the public register.

The relevant state or territory regulator records the cancellation, deregistration or dissolution of an incorporated association.

While an organisation is in liquidation, its public documents must generally include the words ‘in liquidation’ after its name.

See our webpages on ending a CLG and ending an incorporated association for detailed guidance.

Solvent and insolvent organisations

Whether an organisation is solvent or insolvent is often the most important factor in determining the process that applies.

An organisation is generally solvent if it can pay its debts as and when they become due and payable. If it cannot do so, it may be insolvent.

Determining solvency is not always straightforward. A temporary shortage of cash does not necessarily mean an organisation is insolvent, and having assets that exceed liabilities does not necessarily mean it is solvent.

If there are reasonable grounds to suspect that your organisation is insolvent or approaching insolvency, avoid allowing it to incur further debts and obtain professional advice as soon as possible.

Registered charities and deductible gift recipient status

Registered charities

If your organisation is registered as a charity with the Australian Charities and Not-for-profits Commission (ACNC), you must also deal with its charity registration.

To apply for voluntary revocation of charity registration, you will generally need to:

• submit any outstanding Annual Information Statements and financial reports, where required, or explain why they are not required, and
• apply through the ACNC Charity Portal

Charities must also comply with any requirements in their governing documents dealing with the distribution of surplus assets.

Deductible gift recipient status

Having deductible gift recipient (DGR) status does not change the process for ending an organisation.

However, it can affect how surplus assets are distributed.

All organisations endorsed as DGRs must have provisions in their governing documents dealing with winding up. These provisions generally require relevant surplus assets to be transferred to another eligible DGR with similar purposes.

Before distributing assets, check your organisation's constitution or rules and any conditions applying to its DGR endorsement.

The content on this webpage was last updated in September 2026 and is not legal advice. See full disclaimer and copyright notice.

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