Much of the 2023 Act cannot operate until a regulation supplies the forms, fees and threshold amounts it refers to. The Regulation was still a draft, dated 8 May 2026, when this series was written. It has thirteen regulations and a two-form Schedule, and this article walks through them. Figures may change before gazettal.
The Associations Incorporation Regulation 2026 described here is a draft. It is not gazetted, not in force and not on PacLII. Confirm the final text and the fee schedule with the Investment Promotion Authority before relying on any figure.
The online registry (regulations 1, 2, 5, 12)
The Regulation defines “online registry” as the electronic registry established under section 144(3) of the Associations Incorporation Act 2023. A notice of intention under section 6 may be lodged on paper or online, but the Registrar “may require the submission of any application, notice or document” to be made through the online registry only, except service of court documents (regulation 2(1) to (3)). Paper documents must be on A4 white or light pastel paper, typed or printed, with a 2.7 cm binding margin and fastened top left; carbon copies are refused; and a document containing matter contrary to law, an omission, an error, alteration or erasure may be refused and is then treated as never submitted (regulation 2(4) to (9)). Regulation 5 lets the Registrar approve client accounts for law firms and agents who file regularly, on proof of identity. Regulation 12 requires an email address for the filer and one for the association with every online filing, and permits the Registrar to communicate by email.
Time for filing (regulation 3)
Where the Act requires a document to be filed but sets no period, the document must be filed within one month after the event to which it relates, or, for an overseas association, such further period as the Registrar allows in special circumstances. This fills gaps such as the filing of trusts under section 21 and notices under Part XIII.
Forms (regulation 4 and the Schedule)
Only two paper forms are prescribed: Form 1, the notice of intention to apply for incorporation under section 6(1), and Form 2, the consent to be a committee member under section 23(1). Every other form “is comprised of the data fields contained in the online registry for the form in question” and must be completed according to the instructions on the portal. Form 1 runs to more than twenty pages: up to three proposed names, the applicant’s details, up to five committee members with month and year of birth, nationality, residential and postal addresses and email, shadow committee members, public officers, membership qualifications, registered office and postal address, fifteen categories of proposed activity, objectives, the public benefit or member benefit category, the statements on profits and dividends, attachments and a signed declaration. Form 2 is a one-page consent and certificate of eligibility under section 30. Both are available as Word and PDF downloads on the forms page. See also the notice of intention and who can be a committee member.
The financial thresholds (regulations 6 to 8)
| Regulation | Threshold | Draft amount | Effect |
|---|---|---|---|
| 6 | Annual donations amount (s 78) | K500,000 | Exceed it in an accounting period and audited financial statements are required |
| 7 | Annual gross revenue amount (s 78) | K2,000,000 | Same |
| 8 | Employee threshold amount (s 76) | K150,000 | Aggregate remuneration at or above which employees must be disclosed in the annual return |
Section 78 also requires financial statements where the association received any grant, regardless of amount, and section 81 lets a member benefit association opt out where none of the triggers applies. See audited financial statements.
General penalty (regulation 9)
“A person who fails to comply with this Regulation is guilty of an offence. Penalty: A fine not exceeding K50,000.00.” This is made under section 161(1)(e) of the Act and is high for a regulatory default; it would apply, for instance, to filing a document knowing it contains an erasure or to failing to supply an email address. Whether the final Regulation keeps the figure remains to be seen. See offences and penalties.
Overseas associations (regulations 10 and 11)
Regulation 10 requires an overseas association notifying a change of name to file the home-jurisdiction certificate or instrument evidencing the change, and one notifying a change of constitution to file the amending instrument or the constitution as amended. Regulation 11 defines a certified translation for the purposes of section 123: outside Papua New Guinea, one certified by the official who holds the original, by a notary or sworn translator in the place of incorporation, or by a Papua New Guinea diplomatic or consular officer; within Papua New Guinea, one certified by a person the Registrar approves. The Registrar may demand evidence of the translator’s competence. See overseas associations.
What the draft does not yet cover
- Fees. Section 161(1)(c) allows fees to be prescribed, but the draft contains no fee schedule; fees will presumably be set on the portal or in a later instrument.
- Late fees and penalties under sections 28, 56, 77 and Part XIII are referred to but not quantified.
- Third-party consents for a request for removal under section 109(3), such as a tax clearance.
- Statutory declarations under section 161(2), and any transitional supplement under section 173.
- Prescribed modifications to the Companies Act liquidation provisions under section 142.
Repeal (regulation 13)
The Associations Incorporation Regulation 1966 is repealed when the new Regulation commences. Its forms, including the familiar newspaper advertisement and application forms, will no longer be accepted.
Sources
- Associations Incorporation Regulation 2026 (draft of 8 May 2026) — regs 1–13, Schedule Forms 1 and 2; not gazetted; not on PacLII
- Associations Incorporation Act 2023 — ss 6, 23, 30, 76, 78, 81, 109(3), 123, 142, 144(3), 161, 173
Before relying on anything here, read the current text of the Associations Incorporation Act 2023 and check for later amendments. If a decision matters to you, get advice — start with the Office of the Public Solicitor, or find a firm in the law firms directory.