As a result of our discussion about the need for a Legal Structure , Circulation Community Incorporated was registered with the Companies Office on 23 October, 2012 (registration form attached at the bottom of the page). Being an Incorporated Society allows us to:
Open bank accounts in the name of the Society
Apply for public funding (from government bodies, philanthropic organisations etc) in the name of the Society
Sign leases and hire agreements in the name of the Society
Take loans in the name of the Society
Because we have an Incorporated Society, we need to hold a yearly meeting, a chance for all members to have input into the rules and operation of the Society (an “Annual General Meeting” or AGM). Our intention was to do this as part of the festival each year, and we did this in 2012. In hindsight it’s more practical to hold it in late Feb/ early March, to give time for preparing accounts, and to kick off the organising of the next year’s festival. At the AGM we elect the Circle, who are required to meet at least 4 times a year (though they normally meet much more often). Their role is to make operational decisions about the Society’s affairs, within the scope of the rules of the Society, and the decisions made at AGM. The Circle then agrees amongst \them on who will be one of 3 special officers:
- The Director (equivalent to a President), whose job is to call and facilitate Circle meetings
- The Secretary, whose job is to take notes at Circle meetings of all decisions made, and tasks taken on by members, and to receive and present correspondence addressed to the Society
- The Treasurer, whose job is to manage the Society’s bank accounts, and prepare financial records and reports
Like any “body corporate” (eg a Company, or a Trust), an Incorporated Society is a “limited liability” structure. Members of the Circle cannot be held personally liable for the Society’s debts, unless they can be proven that they have been negligent and irresponsible when making decisions about the Society’s finances. If Circulation makes a loss in any given year, there are two options. If the loss is fairly minor, members can do fundraising to cover the loss, and get the Society back in the black. In the worst case scenario, where the loss is catasrophic, for reaons totally beyond our control (eg it snows! avert!), the Society can declare itself insolvent, pay what bills it can with any money it has left, and wind itself up.
Now that we are incorporated, the next step is to apply for non-profit status. This will allow us to be tax-free and may increase our chances of receiving public funding, or increase the amount we are granted.