Angus Hendry

Qualifications

LLB University of Canterbury 2019
Admitted to the Bar in New Zealand 2019

Community Activity

Drum Corporal in the City of Tauranga Pipe Band
Member of the Bay of Plenty Highland Dancing Teachers and Judges Society

Contact

DDI: +64 7 262 0439
M: +64 27 867 8215
E: angus.hendry@hobec.co.nz

Angus was born and raised in Tauranga. He began practicing law in Palmerston North in 2019 returning to his home town to join Holland Beckett in 2022. He works primarily on property and commercial transactions, providing support to Bill Holland.

Outside of work you can usually find Angus wearing a kilt. He is the 2019 and 2021 New Zealand Highland Dancing champion, as well as the Drum Corporal of the City of Tauranga Pipe Band.

Angus Hendry's Expertise

Rural & Agribusiness

Property Law

Angus Hendry's News & Resources

Incorporated Societies Act 2022 – How do I reregister?

The Incorporated Societies Act 2022 (“New Act”) came into force on 5 October 2023. The New Act replaces the Incorporated Societies Act 1908 (“1908 Act”). All existing incorporated societies must apply to reregister under the New Act before April 2026 if they wish to continue as an incorporated society. Failing to do so will result in the society being deregistered. The online registration process is now open to existing societies on the Companies Office website. What do I need to do? In order to reregister, the society must first: Update its constitution to comply with section 26 of the New Act. Develop a membership record and membership consent form to comply with section 76 of the New Act; Have at least 10 members to comply with section 74 of the New Act; Hold consent in writing from each of the committee/board members (officers) to be an officer and ensure that each officer meets the criteria recorded in section 47 of the New Act; Provide at least one person’s contact details to enable the Companies Office to contact the society. What must the constitution contain? Section 26 sets out all matters which must be included in a constitution. These matters are largely administrative. One of the most important additions is the requirement to have a dispute resolution procedure. The compulsory provisions include: The name of the society. The purposes of the society. How a person becomes a member of the society, including a requirement that a person must consent to be a member. How a person ceases to be a member of the society. Arrangements for keeping the society’s register of members up to date. The roles, functions, powers, and procedures of the committee/board. How the contact person or persons will be elected or appointed. How the society will control and manage its finances. The method by which the constitution may be amended. Procedures for resolving disputes, including providing for how a complaint may be made. Arrangements and requirements for general meetings. The nomination of a not-for-profit entity, or a class or description of not-for-profit entities, to which any surplus assets of the society should be distributed on a liquidation of the society or on, or to enable, the removal of the society from the register. It is also an opportune time for you to review the society’s objects and any procedures that may no longer be fit for purpose. How do I vary/replace the constitution? You must refer to your current constitution. Most constitution contain a ‘variation/amendment’ provision describing the procedure that must be followed to formally vary or amend the constitution. You are likely to find that the proposed changes must be circulated prior to a general meeting and can only be adopted if a resolution is passed by the majority stipulated in the constitution. How can Holland Beckett assist? Holland Beckett can assist you with reviewing and updating your constitution, reviewing and developing policies to comply with the New Act and navigating the reregistration process. Please do not hesitate to contact us if you require assistance with this transition.

Charities and Community Groups – choosing the right entity

So, you have come up with an idea for a new charity or group to support others. That’s great! New Zealand communities are built on volunteer groups. However, you may have heard horror stories about administrative problems with community groups and want to avoid these issues from happening to you. Choosing the correct structure for your group will get you started on the right footing, making it easier to achieve your goals. Incorporated or unincorporated? The first question to ask is whether you require an incorporated entity. Becoming incorporated increases administration requirements which can result in a charity or group being run inefficiently. It can therefore be tempting to stay unincorporated. However, this comes with risks and drawbacks. An incorporated entity has separate legal identity, meaning it can enter into contracts, own property and hire employees. Perhaps most importantly people participating in an incorporated entity have limited liability. This means that in most circumstances they will not personally be responsible for any costs or legal issues that the entity might incur. This is important from a practical as well as legal perspective, because most people are less willing to volunteer their time when it involves personal risk. Examples of limited liability entities include, incorporated societies, charitable trust boards and companies. Incorporated society Most people will be familiar with incorporated societies through various community clubs, associations and societies. An incorporated society is created with a specific set of objects or goals that it must work towards. For example, a local sports club might have the objects of supporting athletes and promoting sport within the local area. An incorporated society must have at least 15 members, with corporate bodies being deemed as three members. The members are responsible for the direction the society takes by voting on resolutions and electing a committee for the day to day running of the society. Incorporated societies are democratic and so they are well suited for collaborative ventures or community groups where members can vote on society decisions. Note that the new Incorporated Societies Act 2022 recently came into force which will affect how societies are run. Registered charitable trust board Charitable trusts are entities that are created with an express charitable purpose. They operate as an incorporated entity through establishing a charitable trust board. This can be done by the trustees of a trust, or alternatively an unincorporated society can apply to incorporate as a trust board (this should not be confused with an incorporated society). A charitable trust board needs at least one trustee or five members of a society. Being a registered charitable trust typically makes it easier to receive donations and grants that align with its charitable purposes. Note that charitable trusts are not the only entities that can operate as a charity. Societies and companies can also achieve charitable status by becoming registered under the Charities Act 2005. Charitable company A more uncommon option is establishing a company to operate as a charity or community group. This may seem strange because most people only know of companies as for-profit entities. However, a company can register as a charity provided that its constitution excludes shareholders from receiving dividends. Companies are very effective closely held entities, and can be established with just a single director and shareholder. This can give the entity more flexibility to operate without relying on multiple trustees or society members to vote on. While a charitable company will not be suitable in some circumstances it is an option to consider when setting up a charitable entity. Conclusion Choosing which entity to use for a community group or charity is not just a simple box ticking exercise. The right entity and structure will help avoid administrative difficulties and costs in the future. It is important to get legal advice. Holland Beckett Law is passionate about assisting local not-for-profit and community organisations. Please reach out if you would like to discuss setting up a community or charitable group. We would be happy to help you choose the best option for your circumstances and assist with registration requirements.