In certain circumstances, a club may need to be dissolved, either voluntarily or involuntarily. The dissolution process involves the legal and administrative steps required to bring the club’s affairs to a close.
Throughout the dissolution process, it is crucial to adhere to the requirements set out in the Associations Incorporation Act (Qld), your club constitution and any additional regulations or guidelines provided by the relevant state or territory authority.
PLEASE NOTE: before you consider the dissolution of your club, please contact SLSQ who can provide advice and support.
Voluntary Dissolution
- Clubs must call a general meeting to dissolve an incorporated association. This can only be done as long as your association is still solvent.
- At this meeting, 2 separate special resolutions must be passed:
- Motion to dissolve
- decide how to distribute any remaining surplus assets (*)
- When distributing your surplus assets, clubs must:
- pay your liabilities first
- get receipts from any organisation that receive your assets
- obey your association’s rules.
- Clubs then have the option to apply for voluntary cancellation rather than go through a formal winding up process.
- Clubs can apply to cancel the incorporated association, provided your association:
- has no outstanding debts.
- has paid all fees and penalties applying to it under the Associations Incorporation Act 1981
- is not party to any legal proceedings.
Your association then has 1 month to fill out and lodge the closure form and submit to the Office of Fair Training with:
- a copy of the special resolution to close, signed by 2 office bearer’s
- copies of the receipts for your surplus assets
- your original certificate of incorporation
- your final financial statement.
Involuntary Dissolution
| Regulatory Action: | Under certain circumstances, a club may be subject to involuntary winding-up due to non-compliance with the Associations Incorporation Act, misconduct, or failure to meet statutory requirements. |
| Investigation: | If concerns or complaints are raised regarding the club’s operations, the relevant government authority may investigate to assess the situation. |
| Remedial Measures: | Depending on the investigation’s findings, the government authority may take remedial actions, such as issuing improvement notices, appointing an administrator, or applying to the court for an order to wind up the club. |
| Court Order: | In severe cases, the court may order the winding-up of the club, appoint a liquidator to manage the winding-up process, and ensure the club’s assets and affairs are dealt with appropriately. |
The Australian Charities and Not-for-profits Commission (ACNC) provides a comprehensive guide on how to how to wind up your charity, offering a clear and structured approach to ensure compliance with all necessary requirements throughout the process. This invaluable resource assists charities in understanding their obligations and responsibilities when undertaking the winding-up procedure.
When notifying the regulatory authorities, you will typically need to provide details such as the club’s name, incorporation number (if applicable), the date of the winding-up resolution, and the appointment of a liquidator (if applicable). The specific forms and requirements may vary, so it’s essential to consult the relevant authority’s website or seek professional advice to ensure compliance with the notification process.
QLD Government – Closing Down Your Incorporated Association
Seeking legal advice or guidance from SLSQ can help ensure compliance and facilitate a smooth dissolution process.
(*) Your club constitution will have specific clauses relative to this.
Closing down your incorporated association
There are several ways an incorporation might cease operating—you might choose to close, be closed down by the Office of Fair Trading (OFT) or go bankrupt.
For information on how to close down your incorporated association go to Queensland Government – Closing down your incorporated association and urgently contact SLSQ through ethicalstandards@lifesaving.com.au and cosec@lifesaving.com.au
| Club Tip Clubs are required to have a dissolution clause in their constitution. There is also a requirement to have information on the distribution of surplus assets. |
Clubs should review this and ensure that surplus assets refer to Section 8 and 9 in the SLSQ Club Template Constitution
Feedback
Post your comment on this topic.