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Changing your organisation's name

If you wish to change your group's name though, be prepared. Names are one of the very few things about not-for-profits that government regulators take seriously.

There are plenty of reasons your board might decide to change your group's name.

It might be that the name is out of date, or doesn't reflect the societal standards of the current time.

Your group's name might be out of style, may not reflect your group's current direction or work, and may even be a handicap to fundraising.

You don't have to tell them about spending money or disciplining members or changing your client criteria, but you do have to tell them about changing your name.

While the precise rules for this differ slightly from state to state, the basic mechanism is that you:

  1. Pass a resolution at a general meeting (under the general meeting rules in your constitution) and then,
  2. Forward that on to the relevant authority - which is the one that authorised you to be an association in the first place, which also differs from state to state.

In addition, it is a good idea to give that relevant authority a call and check if there is any fee for the name change.

Below, we've listed the various rules and regulations that govern name changes across the different states of Australia. Also included in the tabs are the names of the relevant Acts that cover the issue in each state.

ASSOCIATIONS INCORPORATION ACT 1991 - SECT 38

Change of name

(1) An incorporated association may, by special resolution, resolve to apply to the registrar-general for approval to adopt a new name.

(2) An application must include a declaration by at least 2 members of the committee of the association to the effect that a special resolution referred to in subsection (1) was duly passed by the association.
Note: If a form is approved under s 126 (Approved forms) for an application, the form must be used.

(3) If the new name has been reserved for the association in accordance with section 37 and the registrar-general approves the adoption of the new name by the association, the registrar-general must issue to the association a certificate of incorporation under the new name

ASSOCIATIONS INCORPORATION ACT 1984 - SECT 14

14 - Change of name

(1) An incorporated association may by special resolution and with the approval of the Director-General change its name.

(1A) On receiving notice in relation to an association incorporated under a name that includes the word "police" or "sheriff" that consent to the carrying on of activities under that name has been revoked under section 204B of the Police Act 1990 or section 12 of the Sheriff Act 2005, the Director-General may, by notice in writing given to the association, direct the association to change its name to a new name that does not include the word "police" or "sheriff".

(1B) The notice given by the Director-General under subsection (1A):

(a) must specify a date by which an application for approval of a change of name must be made, and

(b) must state that the association's incorporation will be cancelled if such an application is not made on or before that date.

(2) Where an incorporated association has passed a special resolution for the change of its name, the public officer of the association may make application to the Director-General for its approval to the change of name.

(3) An application under subsection (2) shall be in an approved form and:

(a) shall be made within the prescribed period after the date of the meeting of the incorporated association at which the special resolution was passed,

(b) shall be accompanied by such verification of the application as is prescribed, and

(c) shall be accompanied by the prescribed fee.

(4) Where an application is made under this section, the Director-General shall not approve a change of name of an incorporated association unless the proposed new name is a name under which an association may be incorporated in accordance with section 12.

(5) Where an application is made under this section and the Director-General approves the change of name of an incorporated association, the Director-General shall issue a certificate of incorporation in an approved form in respect of the incorporated association under its new name.

(6) Neither a change of name of an incorporated association pursuant to this Act nor the issue of a certificate of incorporation under subsection (5) in respect of the change operates:

(a) to create a new legal entity,

(b) to prejudice or affect the identity of the body corporate constituted by the incorporated association or its continuity as a body corporate,

(c) to affect the date of incorporation of the incorporated association,

(d) to affect the property, or the rights or obligations, of the incorporated association, or

(e) to render defective any legal proceedings by or against the incorporated association, and any legal proceedings that might have been continued or commenced by or against the association in its former name may be continued or commenced by or against the association in its new name.

ASSOCIATIONS ACT - AS IN FORCE AT 17 OCTOBER 2007

17 - Change of name

(1) If the Commissioner is satisfied the members of an incorporated association have, in accordance with its constitution, resolved to change the association's name, the Commissioner may, on the application of the public officer of the association, issue to the association a certificate of incorporation in the new name and that certificate of incorporation has effect, from the date of issue, as the certificate of incorporation of the association.

(2) The Commissioner must refuse to issue a certificate of incorporation to an incorporated association under subsection (1) if its proposed new name is a prescribed unauthorised name.

(3) If the name of an incorporated association is (whether through inadvertence or otherwise or whether originally or by change of name) a prescribed unauthorised name, the Commissioner may, by written notice, direct the association to change its name.

(4) An incorporated association to which a notice under subsection (3) is given that does not change its name as directed by the notice within the time specified in the notice is guilty of an offence.

ASSOCIATIONS INCORPORATION ACT 1981

35 - Incorporated association may apply to change its registered name

(1) An incorporated association may, by special resolution, decide to change its registered name.

(2) The incorporated association may apply to the chief executive to have the change of name registered.

(3) The application must be -

(a) made within 3 months after the passing of the special resolution; and

(b) in the approved form; and

(c) accompanied by the information, documents and fees required under the regulations.

36 - Giving notice of application to change registered name

(1) On receiving the incorporated association's application to change its registered name, the chief executive may require the association to--

(a) give further relevant information or documents to the chief executive about the application; or

(b) publish a notice about the application (the application notice).

(2) The chief executive may require the association to include in the application notice a statement that a person may object to the association's change of registered name by giving the chief executive a written notice (an objection notice) clearly stating the objector's reasons for objecting within 14 days after the notice is published.

(3) The chief executive may require the association to publish the application notice by public advertisement and other ways the chief executive considers appropriate.

(4) The chief executive may also require the association to give notice of the application in other ways, and to other persons, the chief executive considers appropriate.

(5) The chief executive may give notice of the application in the ways, and to the persons, the chief executive considers appropriate.

ASSOCIATIONS INCORPORATION ACT 1985 - SECT 24

24 - Alteration of rules

(5) Where an alteration to the rules of an incorporated association consists of or includes an alteration to the name of the association -

(a) the Commission must not register the alteration unless it is satisfied that the name

(i) is not such as to be misleading as to the nature, objects or purposes of the association; and

(ii) is not such as is likely to be confused with the name of any other body corporate or any registered business name; and

(iii) is not undesirable as a name for an incorporated association; and

(iv) conforms with any directions of the Minister as to the names of incorporated associations; and

(b) the Commission must, if it registers the alteration, issue to the association a new certificate of incorporation and make an appropriate notation on the register of incorporated associations.

ASSOCIATIONS INCORPORATION ACT 1964 - SECT 10

10. Change of name of incorporated association

(1) An incorporated association may, by special resolution and with the approval of the Commissioner, change its name to any other name by which it could be incorporated without contravention of section 9.

(2) An application for the approval of the Commissioner to a change of name pursuant to this section -

(a) shall be in the prescribed form;

(b) shall be verified as prescribed;

(c) shall be made, by the public officer of the association, within the prescribed period after the date of the meeting at which the special resolution for the change of name was passed; and

(d) shall be lodged with the Commissioner, together with such other documents (if any) as may be prescribed.

(3) The Commissioner shall register the change of name, and shall either note the change on the certificate of incorporation or issue a new certificate of incorporation in lieu thereof in the prescribed form.

***

(5) A change of name does not affect the identity of an association or any right or obligation of an association or of any member or other person, or render defective any legal proceedings by or against an association.

(6) Any legal proceedings that might have been continued or commenced by or against an association by its former name may be continued or commenced by or against it by its new name

ASSOCIATIONS INCORPORATION ACT 1981

13 - Change of name

(1) An incorporated association may by special resolution and with the approval of the Registrar change its name.

(2) Where an incorporated association has passed a special resolution for the change of its name, the public officer of the incorporated association may make application to the Registrar for his approval to the change of name.

(3) An application under subsection (2) shall be in the form approved by the Registrar and containing the prescribed particulars and-

(a) shall be made within the prescribed period after the date of the meeting of the incorporated association at which the special resolution was passed;

(c) shall be accompanied by such verification of the application as is prescribed; and

(d) shall be accompanied by the prescribed fee.

(4) Where an application is made under this section, the Registrar shall not approve a change of name of an incorporated association unless the proposed new name is a name under which an association could be incorporated under this Act.

(5) Where an application is made under this section and the Registrar approves the change of name of an incorporated association, the Registrar shall issue a new certificate of incorporation.

(5A) If the name of an incorporated association is a name under which it ought not, by reason of section 12(1), to have been incorporated or to which by reason of section 13(4), it ought not to have been changed, the Registrar may by notice in writing given to the incorporated association direct it to change its name.

(5B) A notice to an incorporated association under subsection (5A) has effect as if it were a special resolution of the incorporated association.

(6) A change of name of an incorporated association pursuant to this Act does not operate -

(a) to create a new legal entity;

(b) to prejudice or affect the identity of the body corporate constituted by the incorporated association or its continuity as a body corporate;

(c) to affect the property, or the rights or obligations, of the incorporated association; or

(d) to render defective any legal proceedings by or against the incorporated association - and any legal proceedings that might have been continued or commenced by or against the association by its former name may be continued or commenced by or against it by its new name

ASSOCIATIONS INCORPORATION ACT 2015 - SECT 31

18 - Change of name by alteration of the rules

(1) An alteration of the rules of an incorporated association having effect to change the name of the association does not take effect until section 30 is complied with and the approval of the Commissioner is given to the change of name.

(2) The Commissioner may direct that notice of a proposed change of name of an incorporated association be published in accordance with the Commissioner's directions as a prerequisite to approval of the change.

(3) The Commissioner must not approve a name under this section unless the Commissioner is of the opinion that the proposed name is an appropriate name under which an association might be incorporated under this Act.

(4) The Commissioner must issue a new certificate of incorporation in the approved form showing the new name of the incorporated association if -

(a) the Commissioner approves a change of name; and

(b) subsection (5) is complied with; and

(c) any fee prescribed for the purposes of this subsection has been paid.

(5) A new certificate of incorporation under subsection (4) must not be issued unless -

(a) the certificate of incorporation previously issued has been returned to the Commissioner; or

(b) the Commissioner is satisfied that the certificate has been lost or destroyed.

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