The management committee is ultimately responsible for the operation of the incorporated association.
The rules of your incorporated association must set out the membership and powers of the committee. The rules of your incorporated association must also set out provisions for the management committee including:
- how committee members are elected and appointed
- terms of office of committee members
- grounds or reasons for which an committee position may become vacant
- filling as casual vacancies occurring on the committee
- the quorum (minimum number of committee members who must be present to conduct a committee meeting)
- the procedure at committee meetings.
Management committee members
The management committee must have at least three members. The committee must include the offices of President and Treasurer (one person cannot be both President and Treasurer). All incorporated associations must have a Secretary and many choose to include this position on the management committee.
All members of the management committee must be 18 years of age or older and the model rules state that they must also be a member of the incorporated association. The Secretary must be a resident of Queensland or be living within 65 km of the Queensland border, however there is no such requirement for other committee members. A person is ineligible for election to the management committee if they have been convicted on indictment, imprisoned (and the rehabilitation period under the Criminal Law (Rehabilitation of Offenders) Act 1986 has not expired) or are bankrupt.
Should an any committee member's position become vacant, the management committee may either hold an election or choose an individual to act in this position until the next Annual General Meeting (AGM) where an election must be called to fill the vacancy permanently. You must notify us of any changes to the positions of President, Secretary and Treasurer within one month of the vacancy occurring by lodging Association Incorporation Form 10a - Change of details relating to an incorporated association (PDF, 271 KB).
Accountability of the management committee
One of the advantages of being incorporated is that personal liability is limited. However, management committee members still have a duty to the incorporated association. This means they may be held accountable if they:
- deliberately fail to act in the best interests of the incorporated association
- abuse their powers as committee members
- fail to avoid conflict of interests
- fail to exercise due care, skill and diligence.
If a management committee does not fulfil its reporting requirements, we may issue a show cause notice asking the incorporated association to provide reasons why its registration should not be cancelled.
Electing the management committee
The committee must be elected at a general meeting (usually the AGM) and in accordance with your incorporated association´s rules.
Members may nominate candidates. Election may be by show of hands or by written ballot. Ballot papers should be collected and counted by two members who are not nominated, and the results announced to the meeting.
Responsibilities of management committee members
The management committee is responsible for managing the affairs of an incorporated association and has several responsibilities under law.
An incorporated association management committee must:
- have a nominated address for documents to be served (this must be a physical address not a Post Office Box)
- register land or interests in land
- ensure the incorporated association´s name appears on the common seal
- ensure the incorporated association´s full name appears on all official documents such as advertising, business letters, accounts, official notices, publications, cheques and receipts
- ensure the financial affairs are audited or verified annually
- control the business and operations of the incorporated association
- keep public liability insurance current, if the incorporated association holds any
- ensure proper accounting records are kept which correctly record and explain the transactions of the incorporated association and its financial position
- lodge an annual return using the form your incorporated association is sent by Fair Trading
- notify Fair Trading, within one month, of changes of office bearers (President, Treasurer or Secretary), the incorporated association's postal address, or the Secretary´s residential address
- ensure a copy of the incorporated association´s rules is available to all members
- ensure the audited or verified financial statements of the accounts of the incorporated association are submitted to members at the AGM
- ensure an appropriate Secretary is elected or appointed
- ensure that an AGM is held each year within six months of the end of the incorporated association´s financial year
- ensure the incorporated association complies with its rules on calling and holding meetings
- ensure minutes of all committee and general meetings are kept.
In addition, members of the committee should:
- be aware of the duties of the Secretary and ensure they are properly carried out
- use reasonable care and skill in the performance of their duties
- act in good faith
- advise the committee of any conflict that may arise between their own interests and the interests of the incorporated association (e.g. advise if any incorporated association activities might result in a financial gain to themselves)
- ensure any documents addressed to the incorporated association are brought to the attention of the committee as soon as practicable after receipt
- ensure documents provided to Fair Trading or submitted to members do not contain or omit anything that make it false or misleading.
The rules of the incorporated association may set out additional obligations and specific restrictions on the power of the committee. As a result, each member of the committee should be familiar with the incorporated association´s rules and any obligations under those rules.
The President chairs the management committee and will also play a major role in the incorporated association´s meetings. Under the model rules, the President is required to chair all meetings they attend. If the President cannot attend a meeting for any given reason, another member of the management committee can be nominated as chair.
The Secretary is primarily responsible for managing the records of the incorporated association. The Secretary will also:
- take and keep of minutes for the incorporated association´s meetings
- keep the register of members
- take nominations for the management committee
- provide appropriate notice to members for meetings
- call and convene special general meetings
- arrange the meeting venue and prepare the agenda
- coordinate any correspondence or reports to be presented at meetings
- circulate the minutes of meetings to members
- complete any actions arising from meetings that require correspondence
- receive all incorporated association correspondence and bringing urgent matters to the attention of the President or Treasurer if necessary.
The Treasurer is responsible for the financial management of the incorporated association. The Treasurer will:
- keep and maintain an asset register for the incorporated association
- manage the petty cash balance and ensure the petty cash book is kept up-to-date
- keep all documentation for payments made including receipts, invoices and statements
- keep and maintain the incorporated association´s deposit and cheque books
- ensure that all payments are approved or ratified by the management committee and that they are recorded in the minutes
- keep all financial records in Queensland
- keep either a receipt book of consecutively numbered receipts, or computer system records of them.
Last reviewed 24/06/2013