Case Study: Incorporated Society drafting a constitution

May 18, 2020

Overview -

The client was a local sports club. It had an informal constitution but was not a registered incorporated society. We helped them adapt their constitution to meet the requirements for registration under the Incorporated Societies Act 1908 while making sure that it still fit their current operational model and allowed for future development as a charitable organisation.

Issue –

A local sports club wanted to register as an incorporated society and, potentially, as a charity or not-for-profit entity in the future.

What we did –

The client had a constitution but it was missing some key requirements for incorporation. The client wanted to make sure that whatever changes they made would fit the club’s current operational model. As a local sports club, they didn’t want to adopt rules that they wouldn’t be able to follow. They also wanted to make sure the new constitution would meet the requirements for charitable registration under the Charities Act 2005 in case they decided to seek charitable status in the future.

Franks Ogilvie reviewed the current constitution and drafted new clauses which were required for incorporation. We also re-worked some of the existing clauses to make them easier to follow, like the procedures for appointing committee members and taking disciplinary action. It was important to make sure that the rules weren’t too onerous for a small tightly knit club to implement.

The objects were refined to reflect the aims of the club and its role in promoting sport in the community.

Outcome –

The client adopted the new constitution and successfully applied for registration as an incorporated society.  


If you would like assistance on drafting a constitution for your incorporated society application, please contact solicitor Aimee Dartnall

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