Many of our Members (Clubs) have been asking us, what is SISEAPs status now that we have become a charity mean to them as Clubs across our Federation? The following is a brief outline of SISEAP’s charity status and what is involved for our Company now operating as a charity.
The Company announced on 6 September 2024 (effective from 2 January 2023) that SOROPTIMIST INTERNATIONAL SOUTH EAST ASIA PACIFIC had been approved and registered as a charity under ACNC – Australian Charities and Not for Profit Commission.
Soroptimist International South East Asia Pacific is registered with ACNC as a Company Limited by Guarantee – we are therefore under the category called a CLG (Company Limited by Guarantee) which is a type of organisational legal structure. All CLGs are registered as companies with the Australian Securities and Investments Commission (ASIC) which is required for us to operate as a company in Australia.
As a CLG and registered as a charity, we have ongoing obligations to ACNC which include:
- maintaining charity status by remaining not-for-profit and working towards the charity’s charitable purposes
- submitting an Annual Information Statement each year
- complying with the ACNC Governance Standards and External Conduct Standards
- notifying of changes to:
- the charity’s company name (including removing ‘Limited’ from the name)
- the charity’s Address for Service
- the charity’s Responsible People (its directors) or
- the charity’s governing document (its constitution)
As a charity we still have obligations to ASIC but these remain minor for so long as we retain Charitable Status with ACNC and these requirements are:
- it wants to change its name (including removing ‘Limited’ from the company name)
- its auditor resigns or is removed (in certain circumstances)
- an external administrator is appointed, or
- it winds up or deregisters.
- A charity does not have to report annually to ASIC, nor does it need to notify ASIC of certain changes.
ACNC requires Charities to operate under Governance Standards, which are a set of core minimum standards, that deal with how a charity is run and this includes its processes, activities and relationships – in other words its Governance. These Standards require charities to remain charitable, operate lawfully, and be run in an accountable and responsible way. Because the Governance Standards are a set of high-level principles, not precise rules, charities must determine the actions they need to take to comply with them. SISEAP lists these ‘principles’ in our Constitution and our Bylaws along with other supporting policies, procedures, manuals and other associated documentation.
Very importantly, Charities must meet the Governance Standards to be registered and remain registered with the ACNC.
These are the Governance Standards that SISEAP now adheres to so that we ensure that we retain our Charitable Status.
- Standard 1: Purposes and not-for-profit nature
- Standard 2: Accountability to Members
- Standard 3: Compliance with Australian Law
- Standard 4: Suitability of Responsible People
- Standard 5: Duties of Responsible People
- Standard 6: Maintaining and enhancing public trust and confidence in the Australian not-for-profit sector
How does SISEAP meet the civil statutory directors’ duties now that they are registered as a Charity?
A CLG that is a registered charity no longer needs to comply with the civil directors’ duties under the Corporations Act. Instead, it must comply with ACNC Governance Standard 5. This Governance Standard requires charities to make sure that their Responsible People meet similar duties to those under the Corporations Act.
Who are Responsible People in SISEAP?
A Responsible Person is someone responsible for governing a charity. Generally, a charity’s Responsible People are its board or committee members, and Responsible People may be referred to by different names depending on the type of organisation they are part of – in SISEAP we call responsible people Directors.
Therefore, SISEAP directors are responsible for governing and overseeing the affairs of the registered charity CLG and for setting its strategic direction.
SISEAP is continuing to work towards the implementation of the ACNC Governance Standards to all our governance documentation and operating documentation. More information will be provided via the Bulletin as we work through this process.
What is important to remember is that our charitable status is for the Company – Soroptimist International South East Asia Pacific – and the Company is allowed to use the ACNC Logo on all its public documentation. However, this does not apply to any of our Members (Clubs) and unless a Club has applied and been successful in obtaining their own Charitable Status. Clubs across the Federation are not permitted to use the Charity Logo nor to obtain grants or funding by using the SISEAP Charitable Status on your Letters, Emails, Grant Applications or any general advertising that the Clubs may undertake.
Theresa Lyford
SISEAP Company Secretary