Annual General Meetings for Charities

Just after the end of financial year, you may notice that many companies hold Annual General Meetings (AGM) and many charities are no different.

What are Annual General Meetings?

An AGM is a meeting where all members of an organisation are invited to attend to hear updates on the activities and finances for the prior year.

The Australian Charities and Not-for-profits Commission (ACNC) does not require charities to hold an AGM, but an organisation’s constitution or by-laws often create this obligation to hold an AGM. Other State (like your state Office of Fair Trading) or Commonwealth agencies (like the Australian Securities and Investment Commission) may require an AGM to occur to meet their regulations and rules.

When planning your AGM, you must ensure you read your constitution and fulfill all the obligations you have to your members. This often includes an agenda that covers all of your organisations requirements.

For many organisations, this will require:

• Confirming the minutes of the previous AGM
• Electing Members
• Presenting an Annual Report
• Presenting a Financial Report
• Answering questions from members
• Vote on any constitutional changes

Because an AGM only occurs once a year, you need to make sure your organisation is well-prepared ahead of time.

Company constitutions or by-laws typically include time frames whereby your organisation must schedule an AGM or require notice requirements that you must give members prior to elections. It is important to plan ahead to meet all of your obligations required of the organisation so you do not miss important deadlines.

An AGM can be a good time to check whether any legislation or regulations relevant to your organisation has changed so you can use the meeting as an opportunity to update any rules to adhere to rule changes.

Do I need to tell ACNC that I held an AGM?

In most cases, no. However, most charities are obliged to submit an annual report and a financial report to ACNC every year and these are often similar reports that you will share with your membership at an AGM.

If you make changes to your organisation at your AGM, you may need to notify ACNC of the change if the change affects your governing documents or people in charge.

You must notify the ACNC if you make changes to your charity’s:

• legal name
• Responsible People (members of your charity’s governing body, for example, its directors, trustees, board or committee members) – you need to let us know if someone starts or finishes in their role as a Responsible Person
• governing document (for example, your charity’s constitution, rules or trust deed).

Small charities must notify these changes no later than 60 days after becoming aware of the change. For medium and large charities, the requirement is no later than 28 days after becoming aware of the change.

Your charity may also have a duty to notify other Commonwealth, state and territory regulators of certain changes, so make sure you are aware of all the relevant agencies who must receive these updates.

How can FC Lawyers help?

We have an experienced team that has worked with numerous not-for-profit organisations across a range of industries throughout Australia and understand the various issues that many organisations face in the non-for-profit sector. Our team have extensive experience and knowledge with the reporting requirements of the Australian Charities & Not-for-Profits Commission (ACNC).

We can assist and help you prepare for your AGM by providing notices, assist with drafting agendas and provide guidance to ensure you meet your obligation in recording minutes.

Contact our team today to discuss your legal needs.