Complying with legal requirements

Club Obligations

UQ Sporting clubs are all incorporated associations under the Associations Incorporation Act 1981 (Qld) – ‘the Act’.

What exactly does that mean?

UQ Sporting clubs are independent legal entities managed by an elected management committee.

As an incorporated association, clubs are legally separate from their membership – meaning that the management committee’s personal liability for the club’s debts and legal obligations is limited (with conditions).

All clubs and their management committees are required to meet certain legal requirements to remain incorporated and continue receiving the benefits provided by incorporation.

The list below outlines your club’s legal requirements under the Act.

Registration with the Office of Fair Trading

Clubs must be registered with the Office of Fair Trading (OFT) to become an incorporated association. 

The OFT is a Queensland Government Agency that sits within the Department of Justice and Attorney General.

Not-for-profit

Ensure that the club operates solely as a not-for-profit entity, meaning that any profit that the club makes must be applied solely towards the promotion of the club’s objects. 

No profits can be distributed to the members of the club, excluding payments made for items such as reimbursement of approved out-of-pocket expenses, payments for sale or hire of goods or payment for services rendered to the association.

Constitution 

Clubs must have a constitution that outlines their objects (why they exist) and rules (how they conduct themselves).

Changes to your constitution must be approved at a general meeting by at least 75% of the voting members present and voting at the meeting, and must also be approved and registered by the OFT.

Management committee

Your management committee must have at least three members, including a separate president and treasurer (the secretary doesn’t have to be on the management committee). 

Did you know? The club secretary must be an adult residing in Queensland, or in another state but not more than 65 km from the Queensland border.

Management committee duties

Your management committee must:

• Act with the care and diligence that a reasonable person would exercise if they were in the management committee member’s place
• Act in good faith by putting the interests of the club ahead of any personal interests
• Not improperly use information they learn in their role or their position as a management committee member to gain a personal advantage for themselves or someone else, or to cause detriment to the club
• Not allow the club to trade when insolvent by ensuring that the club can pay its debts as and when they fall due
• Disclose any conflicts of interest at the next management committee meeting (or in writing) as soon as they become aware of the interest. The interest must be recorded in the minutes of the meeting, entered into a register of declared interests and disclosed at the club’s next general meeting

Did you know? Failure by management committee members to fulfil their duties can result in individual fines.

Vacancies

If the position of president or treasurer is vacated, the club cannot make any decisions until the role is filled.

If the position of secretary is vacated, the management committee must appoint or elect a secretary within one month of the vacancy occurring.

Depending on the club’s constitution, a casual vacancy may be filled in different ways. The majority of constitutions allow for the management committee to either:

1. Appoint someone to fill the casual vacancy
2. Call a by-election to fill the casual vacancy

Did you know? A casual vacancy on a management committee means a vacancy that happens when an elected member of the management committee resigns, dies or otherwise stops holding office.

Updates and notices

Your management committee must:

• Notify the OFT of any changes to the club’s details, including to the management committee
• Maintain a register of members
• Provide members with at least 14 days’ notice in writing (e.g. by email or direct mail) for any general meeting
• At least annually, consider whether to take out public liability insurance and advise all members regarding its decision

Annual general meeting 

The club must hold an annual general meeting (AGM) within six months after the end of the club’s financial year. 

As a UQ Sport club, your AGM must be held at a neutral venue, not a private dwelling. 

Did you know? UQ Sport can arrange a suitable venue for your AGM at no cost.

The AGM must include:

• An attendance record, including name and signature
• Reports from the outgoing office bearers
• The treasurer’s report must include a financial statement 
• Adoption of the club’s financial statement and audit report or verification statement
  Did you know? Incorporated associations are classified as small, medium or large to determine financial reporting requirements.
• Disclosure of any conflict of interest of management committee members
• Election of management committee members 

Post AGM reporting

The club must:

• Lodge an annual return, including the adopted financial statement and management committee details, to OFT within one month of the AGM
• Provide UQ Sport (within two weeks) with:
  • The adopted financial statement
  • Minutes of the AGM
  • Management committee reports
  • Details of new management committee members

Did you know? The annual return can be lodged through the OFT’s online portal. Failure to submit an annual return within the required timeline can put the organisation’s incorporated status at risk and can also lead to fines for management committee members.

Laws and regulations 

All clubs must comply with various laws and regulations, such as taxation laws, employment laws, occupational health and safety regulations and any other relevant legislation. The specific legal obligations of a club may vary based on the club’s size, purpose and activities.

The information presented in this guide:

• is general in nature and does not consider your organisation’s specific situation;
• is correct at time of publishing; and
• should not be considered as legal advice.

Consult the Associations Incorporation Act 1981 and seek professional advice for comprehensive information regarding your particular circumstances.