Registered Charities
Updated February 2012
Congratulations! You are a certified officer of a registered charity. There are a lot of very good resources available to help you and we don't believe in re-inventing the wheel, so we have designed the Charities Commission Officer kit to direct you to some useful resources, if and when you need them.
On this page:
That's great, you don't need to read any further. You already know that you've got the right skills for the job and you know what good governance is. Your money management skills are top notch and when you chair meetings they run like a dream. If you need help with conflict resolution, writing a volunteer job description or some tricky legal thing, you probably already know where to go to get help. Even better – you know where to get help free of charge.
Don't worry, you are in the same boat as many other officers around the country. You are probably a busy person, wear many different 'community' hats and sometimes wonder why you let yourself in for so much work.
You won't need to read everything right now, but at least you will know where to go when you do need help. We offer support and education to officers of more than 25,500 charities. Those charities come in all shapes and sizes (and their officers do too) and we know that we can't possibly meet the educational needs of every officer. However we hope you will find something in our Officer kit that's useful - either now or in the future.
Increasing your knowledge and skills will certainly benefit your charity, but it can also pay dividends for your own personal and professional development.
The Charities Commission Officer kit is for officers of charities registered with the Charities Commission. It includes links to several online resources.
As an officer, you have a duty of care to be responsible, use your expertise and skills, take enough time to do things properly and keep up-to-date with laws and policies that affect charities.
As an officer of a registered charity, you should make sure you know:
A lot of the problems we are asked to deal with come about because officers simply don't know their own rules.
Make sure you and your fellow officers know and comply with your rules (constitution, trust deed or governing document).
Think about how new officers will be told about their obligations under your rules.
Did you know that the Charities Act may define “officers” differently to the way your charity's rules define them?
In terms of the Charities Act, officers are all the members of the highest governing body (and no one else) or – if the charity is a trust – your officers are all the current trustees.
You are an officer, which means you are responsible for the governance of your charity.
It's common for people to confuse governance and management roles, and even more common for governors to step over the line and 'interfere' with management. Governors should govern and managers should manage. If only life was that simple!
The Department of Internal Affairs has published a resource called the Community Resource Kit to help people who run community organisations. It includes a number of 'How to guides' including one about Governance. It includes information about meetings, minutes, roles and responsibilities and governing body processes.
There are other training resources available to help people who are responsible for the governance of a charity. We encourage you to learn as much as you can about good governance. Here are some more links to get you started:
Te Puni Kokiri – What is governance?
Explains what good governance is and why it is important, written primarily for Maori organisations, but useful to all.
Sparc – committees, roles and meetings
Includes job descriptions for committee member roles, and tips for running meetings. Aimed primarily at sports clubs but may be useful to others, especially new or small to medium charities.
Ministry of Education – Governing and managing your early childhood service
Written for committees, boards, or managers of early childhood education centres, it provides information on governance and management
Even experienced officers can continue to learn
Money, money, money. Wouldn't it be great if you had to worry about your charity having too much? As an officer, you must make sure your charity has enough money to carry out its work and that it uses its money in the right way. Your responsibilities include getting money in, deciding how money is spent and looking after any extra money.
Did you know that the Charities Act doesn't require your accounts to be audited or reviewed?
It does require you to send in a set of accounts with your Annual Return.
You must keep written records of your accounts. Check your rules to find out if they require your accounts to be audited or reviewed.
The Department of Internal Affairs has published a resource called the Community Resource Kit to help people who run community organisations. It includes a number of 'How to guides' including one about Financial management.
There are other training resources available to help people who are responsible for the financial management of a charity. Here are some links you may find useful:
Sparc – Running your club – financial management
A range of financial information and tools to get you started. Suitable for small, medium and new organisations.
NZICA – Not-for-Profit Financial Reporting Guide and Disclosure Checklist
The New Zealand Institute of Chartered Accountants has also published a set of financial reporting resources and templates for non-profit organisations, including a Financial Reporting Guide and illustrative financial statements.
Isn't it great when you come away from a meeting feeling that it was time well spent? There is nothing worse than a meeting that wastes your time because it wasn't well organised, well run or well attended.
As an officer you will be required to attend, organise, or run both formal and informal meetings, and you have a responsibility to ensure that any decisions you make are properly recorded.
The Department of Internal Affairs has published a resource called the Community Resource Kit to help people who run community organisations. It includes a number of 'How to guides' including one about Meetings.
The How to guide also lists other resources about meetings that you may wish to refer to.
Ministry of Education – Governing and managing your early childhood service
Written for committees, boards, or managers of early childhood education centres, it provides practical advice on running meetings.
People often ask us to clarify what their personal liabilities are as officers of a charity. Because there isn't a 'onesize-fits-all' answer, if you are unsure about your personal liabilities we suggest you visit the Keeping it Legal website. The information is easy to read and includes checklists and action plans.
You can read information about the roles and responsibilities of officers of your particular type of entity – for example, is it an informal group, an incorporated society, a trust, or does it have some other legal form?
As an officer you must be familiar with your charity's rules document and you should be aware that some situations will require the charity to seek independent advice from a relevant professional, such as an accountant or lawyer.
Of course! An officer can choose to resign, but under certain circumstances, some of their liabilities and obligations may remain in place for a period after their resignation.
Check your rules document to see what it says about how you must appoint officers, and what must happen if they want to resign.
Remember that a charity's rules may require an officer to resign for certain reasons – for example, if they no longer comply with the requirements of your charity's rules, or with relevant legislation. For example, an officer is no longer qualified as an officer under the Charities Act if they become an undischarged bankrupt, or are convicted for dishonesty. (For a full list of disqualification criteria under the Charities Act, see our information sheet Officer Certification).
If an officer of your charity resigns or is removed, you must notify the Charities Commission, and certify any new officer who is appointed in their place.
An officer can't delegate their duties unless their charity's rules authorise them to do so. Even if duties can be delegated under your rules, officers still remain legally responsible for making sure the work is done, and meets all necessary standards.
For example, a charity could employ an accountant to prepare its accounts and submit its Annual Return to the Charities Commission. The charity's officers are still responsible for making sure the accounts are prepared, that they meet any standards required by the charity's rules document and any relevant legislation, and that they are submitted on time to the Commission.
Charities can make reasonable payments to officers and reimburse expenses incurred while carrying out their charitable purpose. However, to be registered under the Charities Act, we must be satisfied that your organisation was not set up simply to create a job for an individual (or to create a profit for someone).
Your rules should clearly show this, and make it clear that your organisation may only act to carry out its charitable purposes.
If a trust wants to be able to make payments or provide benefits to its trustees, its trust deed must clearly show that this is allowed and there should be processes in place to prevent trustees from acting if there is any conflict of interest.
Sometimes, disputes can occur between a charity's members, within its governing and management bodies or between the charity and a third party such as a landlord or supplier.
It is important that the officers of a charity resolve internal disputes quickly, because they can harm how a charity operates.
Your charity should have set policies and procedures for resolving disputes and complaints. These may be set out in your rules or in a separate policy document.
If there are no set procedures and if the process breaks down, or if the written procedures need clarification, one or more of the people involved in the dispute should look for help from outside the charity.
You could consider:
You should seek help from an independent professional advisor if the dispute is about contractual or other property rights that are matters between the charity and a third party.
You could also consider approaching the Arbitrators' and Mediators' Institute of New Zealand, which is a non-profit organisation. Its website has information about the various types of dispute resolution processes, and it has a directory of mediators, adjudicators, conciliators, facilitators, investigators and expert witnesses who come from a variety of sectors. It offers some free services, and can make referrals and provide assistance in selecting someone to help you resolve the dispute. Note though, that dispute resolution practitioners generally charge a fee.
We encourage you to use all available methods to resolve the dispute before you contact the Commission. If you wish to make a complaint to the Commission and you are sure all possible steps have been taken to resolve the dispute, you should send us written details of your complaint, supported by evidence.
There is more detail about this in the Commission's information sheet Resolving disputes affecting your charity and the FAQs and links on our website.
We encourage all organisations to include a clause in their rules that sets out what will happen to their assets if they cease to operate and are voluntarily or involuntarily wound up.
If your organisation is an incorporated society, you will already have a winding-up clause, as it is required under the Incorporated Societies Act.
If your organisation is a trust, you are not required to have a winding-up clause in your rules. If your rules have a clause that refers to winding-up in accordance with section 27 of the Charitable Trusts Act, (that is, as the court directs), this is acceptable.
To meet the requirements of the Charities Act you must make it clear that, on winding up, all your charity's assets will only go to charitable purposes. There are examples of winding up clauses in our FAQs and in our information sheet Rules and the Charities Act.
This booklet sets out all the “basics” for an officer of a charity, but if you need to know more, here are some places you can go for help:
The Commission has published two information sheets specifically for officers – Officer certification (which explains the Charities Act's requirements), and Trustee's responsibilities (which answers some of the most commonly-asked questions about the responsibilities and liabilities of trustees of trusts).
Test your knowledge – we've designed four quizzes you can use to find out how much you really know about being an officer, good governance, and running a charity.
Some of the questions we are most commonly asked about being an officer (and our answers).
The information on this webpage is available in PDF format for you to view, download, or print.
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Please visit the Charities Commission information sheets survey - 2012 before Monday 14 May to let us know what you think of our information sheets.
