Every secretary has had the moment: scrolling through old emails, realising someone resigned from the committee a year ago, and quietly wondering whether anyone ever updated the register. Maybe two committees ago.
It happens. Officer changes are one of those administrative jobs that's easy to forget — and surprisingly important to get right. Under the 2022 Act, keeping officer details current isn't optional. Here's how to do it properly.
When you need to update officer details
Any time the people listed as officers on the register no longer match reality, the register needs updating. That includes:
- A committee member resigning, retiring or passing away
- A new committee member being elected or appointed
- An officer's role changing (e.g. moving from Treasurer to Chairperson)
- An officer's contact details changing — email, physical address
- The contact person changing
Under the 2022 Act, "officer" is broader than just committee members. It includes anyone who occupies a position of authority and can direct the management of the society. So a paid general manager or CEO is also an officer, even if they're not on the committee.
Officer changes should be filed reasonably promptly after they happen — not stockpiled until annual return time. The register is meant to be a current picture of who's running the society.
What information you need for each officer
For every new officer (or change to an existing officer), you'll need:
- Full legal name — match what's on their driver licence or passport
- Physical residential address — not a PO Box. This is kept private from the public register but must be on file
- Email address — used by the Registrar to contact them if needed
- Date their role started — when they were appointed or elected
- Their role or position — Chairperson, Secretary, Treasurer, Committee Member, etc.
- Written consent — they've agreed in writing to act as an officer
- Eligibility certification — they've certified they're not disqualified from acting
Officer eligibility — the part most committees skip
The 2022 Act sets out who can and can't be an officer. A person cannot be an officer if they:
- Are under 16 years old
- Are an undischarged bankrupt
- Are subject to a property order under the Protection of Personal and Property Rights Act 1988
- Have been convicted of certain dishonesty offences in the last seven years
- Have been banned from being a director, promoter or manager under the Companies Act 1993, the Financial Markets Conduct Act 2013, or similar legislation
- Are subject to a current management banning order under the Incorporated Societies Act 2022
This is why every officer must sign a written certification when they take up the role. The Companies Office has a template form (IS22-CCO) that covers consent and eligibility together.
If an officer is later found to have been ineligible when they signed, decisions they made on behalf of the society may be challenged. Don't treat the consent form as a formality — it's the society's protection.
The actual filing process
Log into the Companies Office online services
Go to is-register.companiesoffice.govt.nz and log in. The contact person, or someone they've authorised, will have access to make changes.
Find your society and open the officer details
Search by society name or number. Open the society's record and navigate to the Officers tab.
Mark departing officers as ceased
For each person who is no longer an officer, mark them as ceased and enter the date they stopped being an officer. Be accurate with this date — it matters for things like personal liability.
Add new officers
For each new officer, enter their full name, address, email, date appointed and role. Tick the box confirming you have their written consent and eligibility certification on file.
Submit and confirm
Review everything carefully. Once submitted, the changes take effect immediately and appear on the public register (officer names and roles are public; addresses and emails are not).
Common gotchas to avoid
Forgetting to remove departed officers
The most common mistake. Adding new officers is easy to remember; removing old ones gets forgotten. Result: the register shows people who haven't been on the committee for years.
Not getting written consent
"They said yes at the AGM" isn't enough. You need it in writing — even an email saying "Yes, I consent to act as an officer and certify I'm eligible" is fine, as long as it's documented and kept on file.
Using a PO Box as the physical address
The Act requires a physical residential address for officers. PO Boxes don't count.
Not checking eligibility
The cleanest way: include a tick-box on your nomination or appointment form that lists the disqualifying conditions and asks the person to confirm none apply.
Mixing up the contact person and officers
The contact person is a separate role. The contact person is who the Registrar contacts when needed. They can be an officer but don't have to be. Every society must have at least one (and can have up to three).
The yearly officer-check checklist
- Compare the register's officer list with reality. Are they the same?
- Have any officers' addresses or emails changed in the last 12 months?
- Are the start dates for each officer correct?
- Do you have written consent and eligibility certification on file for every current officer?
- Is at least one contact person listed and current?
- Has anyone become ineligible since they were appointed (e.g. bankruptcy)?
Run through this once a year — ideally just before your AGM, while you're already thinking about the committee. Five minutes of checking saves hours of clean-up later.
Don't want to do this yourself?
Officer changes filed for $59 each — usually within 2 working days. Or sign up for the Annual Care Plan and get unlimited filings included.
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