Legal structure

Why legal structure is important

The legal structure you choose for your charity should meet your charity’s needs, and allow for future development. Charities have a range of structures, incorporated or unincorporated, and there may be more than one that works for your charity. For example, charities can be incorporated under Commonwealth or state or territory laws.

Your charity's legal structure will affect many things, such as its legal identity (whether it can be sued), its governance structure (who makes certain types of decisions), who is liable for its debts and its specific responsibilities, such as reporting or other compliance obligations.

Which legal structure should I choose for my charity?

Your decision on legal structure will need to take into account:

  • the likely size of your charity, and how complex its activities will be
  • whether your charity will have employees or volunteers
  • the accountability your charity will have to its members (if any) and the community
  • the potential personal liability of members or office holders for things done by them on behalf of the charity
  • whether your charity will be applying for government grants
  • whether your charity will want to operate in more than one state or territory, or even overseas
  • your charity’s eligibility for tax concessions.

The advantage of having a formal (incorporated) legal structure is that you can do things such as rent an office, borrow money, apply for government grants or take out insurance in the name of the organisation (rather than, for example, in the name of an individual committee member).

Consider getting professional advice

Each structure has advantages and disadvantages – it is important to balance these against your charity’s particular circumstances and plans. This is an important decision, so consider getting legal and other professional advice early, and make sure it is specific to your situation. For example, a charity may be able to be incorporated under state law but may still not meet ACNC requirements to be registered as a charity.

What legal structures do charities use?

Incorporated structures

The most commonly used incorporated legal structures for charities (and other not-for-profits) include:

  • incorporated associations (the most common type) – the name will be something like ‘XYZ Incorporated’ or ‘XYZ Inc’
  • companies limited by guarantee (the next most common structure) – for example, ‘XYZ Limited’ or “XYZ Ltd’
  • non-trading co-operatives – the name must include the words ‘Cooperative’ and ‘Limited’ or ‘Ltd’, and
  • Indigenous corporations – for example, ‘XYZ Aboriginal Corporation’.

Unincorporated structures

If your charity is not incorporated, it could be:
  • a trust (for example, ‘XYZ Fund’, or ‘XYZ Foundation’), or
  • an unincorporated association (a less formal structure, with no separate legal identity).

You need to select a legal structure (entity type) for your organisation that matches its governing documents (such as its constitution, rules or trust deed). There are several types to choose from.

What will the ACNC ask for when I apply to register?

The ACNC does not register charities according to their legal structure, but you will be asked to describe your organisation’s legal structure (as set out in its governing documents) in the application form. There are different types of legal structure. The table below sets out the different structures of organisations that can apply to be registered as charities and the correct ABR type for each legal structure. There are other structures which may be able to be registered. It is very important that the entity type your organisation has recorded on its entry on the Australian Business Register (ABR) matches its governing document.


Legal structure of applicant

Correct ABR type

ACT incorporated association
NSW incorporated association
NT incorporated association
QLD incorporated association
SA incorporated association
TAS incorporated association
VIC incorporated association
WA incorporated association
Organisation incorporated under legislation

Other Incorporated Entity

Trust (including testamentary trust created in a Will)

Discretionary Investment Trust OR
Fixed Trust (depending on structure of trust)

Australian Public Company (does not have Pty in its name)

Australian Public Company

Australian Private Company (has Pty in its name)

Australian Private Company

Unincorporated Association

Other Unincorporated Entity

Co-operative

Co-operative

Individuals, sole traders, government entities and partnerships are ineligible to register as charities.

More information

External links