Association Membership

The following factsheet gives some basic information on membership of not-for-profit organisations. Sections include:

• Membership Principles
• Constitutional Provisions
• Register of Members
• Cessation of Membership

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Membership Principles

In an incorporated association the members of the organisation are effectively its owners. Membership may be open to individuals, organisations, groups or any combination of these. The members have the power to deal with the most important and strategic issues affecting the organisation. These can include:

• changing the constitution or rules of the association;
• altering the objects of the association;
• removing other members for disciplinary reasons; and
• dealing with appointments to and removals from the board.

The rights and entitlements of members of an incorporated association will be regulated by the particular constitution or set of rules which their organisation has adopted, but there are certain features of membership which are likely to be common to most organisations. The most significant of these is that the members of an organisation are not entitled to take a share of the organisation's assets when they cease to be a member or when the organisation is wound up. Members are acting as temporary stewards or trustees of the assets of the organisation. This is in contrast to an organisation which has been formed purely for the benefit of the members.

Under the law, members cannot be liable for the debts or liabilities of the association. This means that personal liability of each member is limited to that member's subscription or membership fee. Rules usually also contain provisions which confirm this restriction of liability.

In a company limited by guarantee, members agree to guarantee to pay any debts the company may incur up to a fixed amount. Commonly this personal guarantee is limited to the sum of $10. As with an incorporated association the particular rights of the member in relation to issues such as voting at meetings, keeping a register of members, etc. will be dealt with in the company's constitution.

Constitutional Provisions

The constitution or rules are the primary sources of information on eligibility for, and rights of, membership of an organisation.

The Constitution is taken to bind each member and the association to the matters contained in them as if the rules had been signed and sealed by each member of the organisation and contained contractual obligations on the part of each member to observe all of the rules.

The term "member" should be clearly defined, particularly if there are different levels of membership. It is quite possible for an organisation, within its rules or constitution, to create different classes of membership with each class having separate rights and entitlements. A common example is the use of "associate memberships" which are designed to allow interest groups to observe the activities of an organisation without offering them any direct involvement in its affairs. For instance, an organisation's rules or constitution might specify that a representative from the local community council may attend meetings as an associate member while having no rights to vote or participate in any decision-making process.

Careful consideration should be given to the rules or constitution of an organisation before deciding whether or not someone is eligible to become a member.

Register of Members

Under the Associations Incorporation Act 1991, an incorporated association must keep an up to date register of its members. The governing committee must ensure that the register of members is available for inspection by association members at all reasonable times.

The register of members is to be kept at the address of the public officer or the registered office of the association or at another place in the ACT nominated by the committee. The place for inspection of the register must be identified in the association's annual return.

The register of members must list the name of the association and the name and address of each member of the association. The register is also to indicate the date that each member became and ceased to be a member.

Cessation of Membership

The model rules for incorporated associations provide that a person ceases to be a member of an association if the person:

• dies;
• resigns from membership of the association;
• is expelled from the association;
• fails to renew their membership of the association; or
• if the member is a corporate or institutional member and ceases to exist.

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