9. Key points

• Winding up is the process by which the separate legal identity of an incorporated association is brought to an end.
• An incorporated association may be wound up (dissolved) voluntarily or by the Supreme Court.
• An incorporated association can only wind up on a voluntary basis if it is solvent and it resolves by special resolution to be wound up voluntarily.
• If an incorporated association has surplus property when it is wound up, it must prepare and submit a distribution plan to the Commissioner. The distribution plan describes how the surplus property is to be distributed.
• An association may also transfer to another form of incorporated structure. These include registering as a company, an Aboriginal or Torres Strait Islander corporation or a co-operative. The main distinctions are the purpose of the organisation and whether or not profit is to be distributed to members and if so, to what extent.