Close an incorporated association

Your incorporated association can choose to close at any time.

Reasons for this can include:

• a lack of members
• a loss of interest
• the association's purpose is no longer valid.

You can also choose to change the structure of your association.

Read below to find out more. You can also watch the video.

Get a printable fact sheet PDF (292.7 KB).

How an association is closed

An association can be closed by member agreement at a special resolution. The government can also close an association if it stops operating.

Before you take any action, get advice from the associations team.

Rules for dealing with assets

If you have assets, you must deal with them appropriately. For example, transfer them to another association.

Read more about transferring property and assets.

Use the transfer or dissolution checklists.

Association without prescribed property or assets

Step 1. Hold a special general meeting (SGM) to present the resolution to dissolve.

At the meeting, members will:

• consider the resolution
• determine where to transfer any (minor) surplus assets, as set out in the constitution.

Step 2. After the meeting, the committee will:

• pay all bills and liabilities
• stop any subscriptions
• transfer any of the remaining surplus assets
• decide on a suitable storage location for association records
• close bank accounts
• cease any additional registrations (e.g. ABN, business name and charity status)
• make sure any grants are acquitted.

Step 3.  The public officer must:

• fill in a dissolution statutory declaration form in front of a witness aged 18 or older
• contact the associations team - they can draft a declaration for you.

The declaration must state the correct legal name including "incorporated" or "inc".

Step 4. Email the declaration to associations.compliance@nt.gov.au.

A notice of intention to dissolve your association will be published in the NTG Gazette.

After 3 months, if there is no objection, a notice of dissolution is gazetted and your association will come to a formal end on the same day.

To close an association without assets, follow these steps:

Association with prescribed property

To close an association with prescribed property, you must have consent from the funding body or government to transfer, sell, dispose of, or give it away.

If you receive consent, follow the steps for associations with assets.

Association with assets

To close an association with assets, follow these steps:

Step 1. Hold a special general meeting (SGM) to present the resolution to transfer all the association’s assets, to dissolve.

At the meeting, members will:

• consider the resolution
• property must either go to:
  • another body with similar or charitable objectives
  • a local government council where the property is located.

Step 2. Within 14 days of the resolution, the public officer must publish your association's intention to transfer its prescribed property in all of the below:

• Northern Territory (NT) newspaper where the association carries on its activities
• NTG Gazette by emailing gazettes.dcm@nt.gov.au.

The public officer must also submit a copy of these advertisements to the associations team with the following forms.

• notice of resolution authorising transfer of property
• notice of intention to transfer property of an association.

Get the forms.

Within 28 days, the following may apply to the Supreme Court for an order prohibiting the transfer:

• a member of the association who did not vote in favour of the resolution
• a creditor of the association who has not been paid

Step 3. Once 28 days have passed from when the notice was published, if there is no order placed, your association may transfer all its assets.

The committee will also:

• pay all bills and liabilities
• stop any subscriptions
• close bank accounts
• cease any additional registrations (e.g. ABN, business name and charity status)
• make sure any grants are acquitted
• decide on a suitable storage location for association records.

Step 4. Once transferred, the public officer must submit the completion of transfer of property of an association form to the associations team.

After 3 months of receiving the completion of transfer form, the association will come to a formal end.

Contact

Contact the associations team.