[Linux-aus] Incorporating an open source geospatial organisation

[Tim Bowden]

On Tue, 2007-07-17 at 09:47 +1000, Del wrote:
> > acs is incorporated in the ACT only and is a national organisation.  the 
> > only requirement is that the public officer must live in the state in 
> > which the association is incorporate, so our Public Officer is a canberran.
> > 
> > Similarly Electronic Frontiers Australia is incorporated in SA and I am 
> > the public officer and this too is a national organisation.
> > 
> > I dont know the whys and the wherefors of company limited by guarantee 
> > vs incorporated association, perhaps its in the protections afforded to 
> > directors although i've never felt threatened as a director of either 
> > organisation, but perhaps that's the old 'ignorance is bliss' :)
> 
> Both will provide a limited amount of protection for both directors and
> members with regards to the liabilities of the company / association (e.g.
> if a company limited by guarantee goes bankrupt, the members can't be
> held responsible for the debts of the company), however in the case of
> an incorporated association that protection only applies to those officers
> or directors who live in the state in which the association is incorporated.
> That is unless the association purchases additional directors' liability
> insurance.  Even then there is a doubt as to whether your insurance would
> cover out-of-state activities (check the fine print).
> 
> >  From a cost perspective, its $120-ish vs $1000-ish.
> 
> $120 is the cost of incorporating an association in the ACT.  If you wanted
> to do it in every state it would cost more than that, e.g. approx $500 in
> NSW (and you require audited books, etc).  SA and ACT are the cheapest
> jurisdictions to incorporate in.  If you wanted to incorporate an association
> in every state it costs a fair bit more both in money and time/paperwork
> than doing it once nationally as a company limited by guarantee.  Plus you
> have one piece of national legislation to comply with rather than 7 pieces
> of state legislation.  Are you a "prescribed association" in SA?  What about
> in NSW?  Does auditing the accounts of an association incorporated in QLD
> by an accountant resident in VIC allow you to submit those accounts in WA?
> Or do you need 7 separate books of account, each audited state by state?
> 
> The SCA was incorporated as an association in SA.  They found that despite
> having $10m public liability insurance they couldn't hire halls from the city
> of Brisbane because the QLD government wouldn't recognise the validity of
> our insurance in QLD unless we were incorporated there.  That was pretty
> much the nail in the coffin for the incorporated association route, and they
> ended up reforming as a company limited by guarantee.

Interesting observations.  I've passed them on to the Aust OSGeo list.
It would seem we are leaning towards the ASIC registered company route.
Thankyou Del.

> 
> </ban state governments>
> 
Don't get me started.  I'm sick and tired of running into the
shortcomings of our state based system.  The more I look at it, the less
value I can see in having states.  There are some things that just don't
need to change from state to state but are different for no other reason
than an accident of history.  That's a rant for somewhere else so I'll
leave off now for fear of chewing up bandwidth on OT drivel.

Tim Bowden