The 2023 Act is the first to make committee members personally liable to prosecution for how their association is run. This table shows where the risks lie.
Who commits the offence
The Act uses three formulas. For most administrative defaults, where “the committee fails to comply”, every member of the committee commits an offence. Governance offences are committed by the individual committee member or public officer concerned (sections 40, 43, 44, 60). The fraud offences in Part XVI catch “every person” or every committee member, public officer, employee or member (sections 163 to 166). Section 47 extends “committee member” for liability purposes to shadow committee members. See suing and prosecuting committee members.
The offences and penalties
| Section | Offence | Maximum penalty |
|---|---|---|
| Filing and notification defaults (every committee member) | ||
| 17(6) | Not publishing or filing notice of a change of name | K1,000 or 1 month, or both |
| 21(6) | Not filing an alteration of rules or trusts with the special resolution statement | K500 or 3 months, or both |
| 28(3) | Not notifying changes of committee members or their details within 20 days (plus late fee) | K1,000 or 3 months, or both |
| 56 | Not notifying changes of public officer (plus late fee) | K1,000 |
| 64(7) | Not lodging a special resolution within 20 days | K2,500 or 2 months, or both |
| 69(4) | Not lodging a written resolution within 20 days | K2,500 or 2 months, or both |
| 97(6) | Not changing the registered office when the Registrar requires | K5,000 |
| Records, reports and returns (every committee member) | ||
| 72(3) | Not keeping accounting records | K5,000 or 3 months, or both |
| 74(4) | Not preparing an annual report | K5,000 or 3 months, or both |
| 75(2) | Not making the annual report available a month before the annual meeting | K5,000 or 3 months, or both |
| 77(8) | Not filing the annual return in the allocated month | K5,000 or 3 months, or both |
| 78(3) | Not preparing financial statements when a threshold is exceeded | K10,000 or 6 months, or both |
| 80(2) | Not having financial statements audited | K5,000 or 6 months, or both |
| 84(2) | Not keeping the listed records available to members | K5,000 or 6 months, or both |
| 85(3) | Refusing inspection or copies to a member | K5,000 or 2 months, or both |
| 87(6) | Member register defaults | K1,000 or 1 month, or both |
| 89(3) | Not disclosing beneficial ownership of a membership to the Registrar | K5,000 or 6 months, or both |
| Committee members and public officers personally | ||
| 31(3), 32(5) | Breaching a court’s leave order or disqualification order | K10,000 or 6 months, or both |
| 40(8) | Not disclosing a material interest | K50,000 or 2 years, or both |
| 43(4) | Misusing the association’s private information | K50,000 or 2 years, or both |
| 44 | Serious breach of the duty of good faith by a committee member | K50,000 or 2 years, or both |
| 60 | Serious breach of duty by a public officer | K10,000 or 2 years, or both |
| Overseas associations | ||
| 120 | Operating without registration (civil penalty) | K50,000 for each day |
| 121(5), 127(3) | Not notifying change of name or committee (plus late fee) | K10,000 |
| 130(5) | Registered office defaults | K5,000 |
| The Registrar and the register | ||
| 152(3) | Not complying with a notice requiring information | K5,000 |
| 154(7), 155(2) | Obstructing an inspection; unlawful onward disclosure | K2,500 or 3 months (individual); K5,000 (body corporate) |
| Fraud and dishonesty (Part XVI, Division 5) | ||
| 163 | False or misleading statement in a document, or by a committee member to members, auditors, creditors, a liquidator or the Registrar | K50,000 or 6 months, or both |
| 164 | Fraudulently taking, applying, concealing or destroying the association’s property | K50,000 or 2 years, or both |
| 165 | Destroying, altering or falsifying registers, accounts or records with intent to defraud | K100,000 or 2 years, or both |
| 166 | Knowingly party to carrying on business with intent to defraud creditors or donors | K50,000 or 2 years, or both |
| Reg 9 (draft) | Any failure to comply with the Regulation | K50,000 |
The fraud offences
Sections 163 to 166 of the Associations Incorporation Act 2023 apply to overseas associations as well (section 162(1)). Section 163(3) deems anyone who voted in favour of a statement at a meeting to have authorised it, so a committee member who votes to approve accounts known to be false is caught. Section 164 covers the classic misuse: a treasurer who applies funds “for his own use or benefit, or for a use or purpose other than the use or purpose of the incorporated association”. The same conduct is usually also misappropriation under section 383A of the Criminal Code, which carries up to ten years where the amount exceeds K2,000.
Defences
Section 46 provides defences to the committee-member offences: that the member took all reasonable and proper steps to ensure compliance, or reasonably relied on another person or on section 39 information and advice. The filing offences are in substance strict: the committee “fails to comply” whether or not any member intended it, so a member should be able to show delegation and monitoring, or a minuted dissent. Resigning does not remove liability for past defaults (section 114).
Who prosecutes, and where
Under section 162 the Registrar, or a person with the Registrar’s written consent, may prosecute. Fines go to the Registrar and are recoverable as debts, and the National Court may award costs against any party other than the Registrar. Late fees under sections 28, 56, 121, 127 and 130 are payable in addition to any fine, and a fine or late fee outstanding is a ground for the Registrar to reject documents under section 147(1)(g).
Sources
- Associations Incorporation Act 2023 — the sections listed in the table, ss 46, 47, 114, 147 and 162
- Criminal Code Act 1974 — s 383A (misappropriation)
- Associations Incorporation Regulation 2026 (draft of 8 May 2026) — reg 9; not gazetted; not on PacLII
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.