Circular 18/22 RSL NSW sub-Branch Incorporation Update

The RSL NSW Constitution allows RSL NSW sub-Branches to incorporate. The Board has considered the process of incorporation and has been working with the team at ANZAC House to finalise the standard operating procedure for sub-Branches to incorporate as companies limited by guarantee (CLGs) pursuant to the Corporations Act 2001.

RSL NSW and many sub-Branches have been liaising with NSW Government at multiple levels to amend the RSL NSW Act 2018 to provide that duty is not chargeable on the transfer of any dutiable assets from unincorporated sub-Branches to a newly incorporated entity. The RSL NSW Amendment Bill 2022 was passed in both houses of NSW Parliament this week.

This amendment will see the preservation of cash reserves that would have otherwise been required to have been paid as duty, utilised to further the charitable purpose of RSL NSW (or the sub-Branch).

There are still some steps that need to be taken before sub-Branches can incorporate. RSL NSW has prepared a draft SOP that is being considered by the District Presidents’ Council before it is presented to the Board for approval. A draft model constitution for a company limited by guarantee (CLG) has also been prepared for review and settlement by the Board.

The question of whether or not to incorporate must be considered very carefully by sub-Branches. While ANZAC House can provide recommendations on the advantages and disadvantages of incorporation, the decision to incorporate must be a sub-Branch decision. Some answers to frequently asked questions about sub-Branch incorporation are now available on this page of the RSL NSW website.

ANZAC House will provide further updates to sub-Branches as information becomes available.

Links to previous correspondence regarding sub-Branch incorporation:

Circular 6/22 Congress Q&A update from RSL NSW CEO Jon Black

Board Communique – 28 April 2022