Setting up an Incorporated Society
An overview to help you set-up an incorporated society and register it with the Companies Office.
This page contains or links to the following information
An incorporated society is a group, usually of people with a common interest (sports club, social club, cultural group, service or activist group) registered under the Incorporated Societies Act 1908.
Some common characteristics of incorporated societies are:
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has a minimum of 15 members
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a constitution which outlines how the society will operate
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must be established to provide some sort of community benefit rather than simply making a profit
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must have a register of current members showing name, address, occupation, and the date the person became a member
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often has a management committee elected by its members
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can make profits but must use profits towards group’s aims/purposes
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has some protection from personal liability for decision makers
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must submit annual accounts to the Companies Office (Ministry of Economic Development) that have been approved by the members
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needs to register with the Inland Revenue Department (IRD) for tax exemption (either charitable, non profit, sports promoter –see IR251 for explanation of these exemptions)
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may be wound up by the members or by the Registrar of Incorporated Societies
As outlined below in the flowchart, once you have decided to set up an incorporated society you need to:
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Develop a set of rules. The
Incorporated Society sample rules and guide in the Template section of this How-to Guide gives a useful example of a set of rules and what they mean. The Companies Office website (link below) section on Societies and Trusts provides
further guidance.
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Obtain the consent of the members to these rules. Incorporated Societies generally operate most effectively when all involved understand and are comfortable with their roles in the society. Involving members and prospective members in developing the rules can be very worthwhile in helping ensure all are clear about their role and the society's. Ideally sample or draft constitutions can be work-shopped with those interested.
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Complete the documentation listed below. These can be printed off and completed by hand.
This flowchart describes the process followed when setting up an incorporated society. A text version of the process for setting up an incorporated society is available.
With your application to set-up an incorporated society you need to supply:
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Two original copies of your Society Rules.
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Name. Check whether the name is available prior to submitting your application by searching the Companies Office databases (see Incorporated Society sample rules and guide in the Template section of this How To Guide for further information). You secure the name when the incorporation documents have been lodged and accepted by the Registrar.
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Two copies of Application for Incorporation form. Print off or have them emailed to you from
Companies office website (go to 'Starting an Incorporated Society' in the 'Information Library' section). Once the are signed by the fifteen members attach one to each copy of the society's rules.
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A Statutory Declaration form. This states that a majority of the members have consented to the application for incorporation and that the rules presented with the application are the rules of the society. It has to be signed in front of an 'authorised' person. Print off or have them emailed to you from
Companies office website (go to 'Starting an Incorporated Society' in the 'Information Library' section).
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Registration fee is payable. The fee is $100. Cheques must be made out to the Ministry of Economic Development.
A range of guides, forms and booklets are available from Companies Office Societies website. Once in the website click on "My Tools" and then on "Information Library" and "Incorporated Societies" and you can either print or download the documents: