New PilchConnect Guide: The legal duties of Committee or Board members of not-for-profit community organisations in Victoria.

PilchConnect are constantly updating our web portal to reflect developments within the not-for-profit sector. We are also working hard to generate new fact sheets and legal guides for Victorian community organisations on those issues that are relevant to the sector.

PilchConnect and the Victorian Council of Social Services (VCOSS) have produced a new Guide to the Legal Duties of Not-for-Profit Committee Members in Victoria. The Guide was written by PilchConnect lawyers commissioned by VCOSS as a resource to support regional training on this topic, funded by the Victorian Government.

The Guide covers the key legal duties of all people who hold a position on the governing body of a not-for-profit community organisation, including incorporated associations, companies limited by guarantee, cooperatives and indigenous corporations as well as unincorporated groups. It is a plain-language guide which includes case studies based on common situations that arise in the NFP sector, as well as tips to help Committee and Board members comply with their legal obligations.

For further information, or to view this new resource, see our website below:

Upcoming reforms to the Associations Incorporation Act 1981 (Vic).

As you may be aware, in 2009 and 2010 the Victorian Government introduced amendments to the laws which regulate all incorporated associations in Victoria, the Associations Incorporation Act 1981.

The reforms are divided into two separate amending Acts, each introducing a number of changes to the way in which incorporated associations must manage their affairs. Importantly, while some of the reforms came into effect immediately, the majority of the changes had their implementation deferred until a later date. You can read more about these pending changes on PilchConnect's website, which includes a recent document produced by PilchConnect which summarises some of the key future amendments.

At this stage, the date for implementation is listed at 1 December 2011. However in April 2011, Consumer Affairs Victoria announced that it is working on a number of projects related to the changes, and there is a possibility that the commencement date may be extended into 2012.

PilchConnect will monitor these timeframes and continue to keep associations updated via our e-bulletin service. Further information on these (and other) reforms can be found on the PilchConnect website below:

Board Members: Roles, Responsibilities, Liabilities, and Protections

Throughout the year, PilchConnect and the VCOSS Clearinghouse will continue to work together to run governance training for people involved in not-for-profit organisations throughout regional Victoria.

Next month we will be running a seminar entitled 'Board Members: Roles, Responsibilities, Liabilities and Protections', to be delivered in Mildura and Narre Warren.

This training is suitable for new not-for-profit board/committee of management members - or existing board or committee members that are seeking a refresher on the roles and legal responsibilities that come with helping to run an effective community organisation in Victoria. Attendees will work in small groups on practical, hypothetical scenarios which are common to many community organisations. We encourage multiple board members to attend this seminar.

Mildura:
Date:                  Tuesday 10 May 2024
Time:                  11.30am-2.30pm
Venue:                SMECC Building
                          38-40 Madden Ave
                          Mildura 
Cost:                  $40 (incl. GST) per person.
Refreshments:     Light refreshments will be provided for lunch.

Narre Warren:
With the generous support from City of Casey Council this session will be free for community organisations to attend.

Date:                 Wednesday 25 May 2024
Time:                 9.30am - 12.30pm
Venue:               City of Casey Civic Centre 
                         Magid Drive
                         Narre Warren 
Cost:                 Council Sponsored (free).
Refreshments:    Light refreshments will be provided for morning tea.

To register, or for further information and details of other community training throughout regional Victoria in 2011, please visit the VCOSS Clearinghouse website below.

Privacy - how to deal with private information in your organisation.

Privacy is an issue of increasing concern to not-for-profit organisations, particularly those dealing with sensitive personal information. Striking the right balance between openness and privacy is not always easy! Questions abound: What does the law consider to be ‘private' and does privacy legislation apply to not-for-profit organisations? Can you use photos of clients in your annual report? What records can volunteers and clients access? How does Freedom of Information (FOI) legislation affect us?

By the end of this popular seminar you will better understand the laws about information privacy and confidentiality and how they apply to your organisation. Take home practical tips to ensure that your group complies with its obligations in this important area.

The details of the seminar are as follows:

Date:             Wednesday 18 May 2024
Time:             9:30am - 12:30pm (registrations open at 9:15am)
Venue:           Freehills, Level 42, 101 Collins St, Melbourne
Cost:              $40 (incl. GST) per person
Refreshments: Light refreshments will be provided for morning tea.

This seminar is open to not-for-profit organisations. To register for this seminar, please click on registration form below. 

Hear about what works and does not work overseas - what does Australia need?

For over fifteen years inquiries have recommended harmonised or national fundraising regulation for Australia. The Ministerial Council on Consumer Affairs (MCCA) is now undertaking a project to harmonise fundraising legislation under the oversight of COAG's Business Regulation and Competition Working Group.

At present, fundraising regulation ranges from no regulation in some jurisdictions to significant regulation in other jurisdictions.

MCCA will issue a paper exploring the options for harmonised NFP fundraising laws in early 2011 which will explore the arrangements for the administration and enforcement of these laws, as well as their detailed content, and their interaction with the regulatory framework for NFP governance and accountability.

PilchConnect is proud to be working with Queensland University of Technology (QUT) and the Perpetual Foundation to present a seminar on the future of fundraising regulation in Australia. The seminar will be presented by Professor Myles McGregor-Lowndes, Director of The Australian Centre of Philanthropy and Nonprofit Studies at QUT and will include the following speakers:

• Dr Oonagh Breen, School of law, University College Dublin; and
• Mr Putnam Barber, The Nancy Bell Evens Center on Nonprofits and Philanthropy, University of Washington.

The details of this seminar are as follows:

Date:     Friday 29 April 2024
Time:    10:30am start - 12:00pm finish
Venue:  Perpetual Foundation
             Rialto South Tower
             Level 35, 525 Collins Street, Melbourne VIC 3000
Cost:     Free
RSVP:    To register for this event, please visit www.bus.qut.edu.au/news/events/register/?id=125
             by COB Monday 18 April 2011.

This event is proudly supported by QUT Business School, The Perpetual Foundation and PilchConnect.

Managing conflicts of interest: the legal duties of Committee or Board members of not-for-profit community organisations.

Conflicts of interest situations often arise in NFP community organisations. The existence of a conflict of interest is not usually, in and of itself, a problem. However, if you are a Committee or Board member, you do have a legal duty in relation to conflicts of interest. The following is a brief summary of the legal duty - for further information we encourage you to see the new PilchConnect Guide to the legal duties of Committee or Board members of not-for-profit community organisations in Victoria.

A conflict of interest is not the same as a disagreement between Committee or Board members. Rather, a conflict of interest situation arises when a person, who has a duty to act in the best interests of another, is presented with the opportunity or potential to ‘use' that position in some way for their own personal benefit (or for the benefit of relatives or another organisation.) For example, a common conflict of interest scenario arises when your organisation is looking to sign a contract with a business to supply it with certain products, and you or your family owns a business that makes and supplies those products.

This legal duty relates to how the conflict of interest situation is disclosed and managed.

Disclosing the conflict of interest
The legal duty about conflicts of interest requires Committee or Board members to disclose to the Committee or Board, conflicts of interest which arise in relation to their role. When telling the Committee or Board about the conflict, you must be open and honest about the nature and extent of the interest, and its relation to the affairs of the organisation.

The importance of full disclosure of direct (or even potential) conflicts of interest cannot be overstated. If you are unsure of whether something is a conflict, stay on the safe side and disclose it.

Managing the conflict of interest
Once you have disclosed a conflict at the earliest possible opportunity, your next step is to manage the conflict by not participating in the decision making about that issue.

Although the particular legislative provisions differ on exactly how to manage the conflict, the following steps will ensure you comply with all the laws that govern the various NFP legal structures.

A Committee member who has a conflict of interest in a matter that is being considered at a Committee meeting:

•  must not be present in the meeting while the matter is being discussed; 
•  must not be present for, or vote on, the matter; and 
•  must ensure that the minutes of the meeting record the disclosure of a conflict and that the  Committee member left the meeting and only returned after the discussion and vote.

You should also refrain from discussing the decision or trying to influence the outcome of the decision (for example, outside of or between Committee meetings).

As many not-for-profits rely heavily on their reputation, the need to deal with conflict of interest in a transparent way is critical. If you are in a conflict of interest situation, the key thing for you to remember is to act with absolute transparency and adopt high standards of caution for protecting the interests of the organisation.

And remember - conflict of interests are ok! They are common and will inevitably occur. It is how you disclose and manage them that matters.

Further information, including case studies and tips for managing conflicts of interest can be found in the new PilchConnect Guide to the legal duties of Committee or Board members of not-for-profit community organisations in Victoria, available on our website:

VCEC releases Draft Report: Part 2 - Priorities for Regulation Reform

In September 2010, PilchConnect made an in-depth policy submission to the Victorian Competition and Efficiency Commission (VCEC) on its Inquiry into the Victorian Regulatory Framework. The Submission detailed PilchConnect's views on the key problems with the current regulatory regime for Victorian not-for-profit organisations, and highlighted a number of opportunities for the Victorian Government to make real and lasting improvements in the regulation of community organisations.

Following the release of Part 1 - Strengthening Foundations for the Next Decade in February 2011, the Commission has released a draft report Part 2 - Priorities for Regulation Reform for public comment. The draft report identifies specific areas of Victoria's regulation that are unnecessarily burdensome, complex, redundant or duplicative.

Included in the draft report is a recommendation that the Victorian Government renew the Office for the Community Sector's responsibility for implementing reforms to reduce the regulatory burden on not-for-profit (NFP) organisations in Victoria for a further three years.

The draft report highlights the following as the highest priority areas for regulatory reform:

•  Environment protection and climate change; 
•  Planning and land use regulation;
•  Vocational education and training regulation;
•  Taxi cab and care hire services regulation; and
•  Liquor licensing regulation.

The Commission is not certain that all priority areas for regulatory reform have been identified. Accordingly, it seeks greater contribution from not-for-profits on the adequacy of the Commission's recommendations, and its assessment of priority areas and any the priority areas for regulatory reform not addressed by the Commission.

The VCEC is seeking comment on the draft report by 12 May 2011. For further information, or to view the draft report, visit the VCEC website.

The Walk for Justice, now in its fourth year, raises much needed funds for PILCH organisations and their various legal assistance schemes in Victoria, New South Wales and Queensland. This year's Victorian Walk for Justice will take place on 16 May 2024 and will raise funds to establish a pro bono disbursement fund.

Patrons at the Walk include:

• Robert Clark MP, Attorney-General and Minister for Finance
• The Honourable Michael Rozenes QC, Chief Justice of County Court of Victoria
• The Honourable Martin Pakula, Shadow Attorney-General
• Mark Moshinksy SC, Chair Victorian Bar Council
• Bevan Warner, Managing Director, Victoria Legal Aid
• The Honourable PD Cummins, Victoria Law Foundation

Date:            16 May 2011
Time:            7.30 am
Route:           Steps of Parliament to the County Court
Cost:             $20.00 for individual walkers, $10 for students and $180.00 per walking group of 10.

Register by following the link below:

Legal Practitioners in the not-for-profit sector, Commercial Lawyers and Executives of not-for-profit organisations are encouraged to attend the Law Institute of Victoria's not-for-profit conference this Friday 15 April.

The Keynote Address will be delivered by the Honourable Senator Nick Xenophon, who will discuss the case for a statutory supported ‘public benefit' test. Also featuring in this inaugural conference are reviews and updates of key legal issues impacting on the not-for-profit sector.

Details of the conference are as follows:

Date:          15 April 2024
Time:          9.30am - 1.30pm
Venue:        Law Institute of Victoria Lecture Theatre
                  470 Bourke Street, Melbourne
Cost:          $295.00 LIV Member 
                  $410.00 Non-LIV Member 
                  $265.00 Young Lawyers
RSVP:         Tuesday 12 April

Further information on the conference, including registration information, can be found on the LIV website.

Have you missed an earlier edition of PilchConnect's e-bulletin and want to get up-to-date? All of our previous newsletters are available on the PilchConnect website at the link below, including this month's edition!