LUDWIG LAWYERS
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  • Beatrice Ludwig
  • Regenerative Agriculture
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Mudgee

Charities, NFPs & Social Enterprises

Are you a social entrepreneur who would like to start a new project? At Ludwig Lawyers, we can advise you on what enterprise structure best suits your venture, and we can set it up for you. We can  help you draft the relevant contracts and advise you on protecting your brand right from the start. Would your charity like to obtain DGR status which will allow it to tap into DGR giving funds set up by generous philanthropists? CALL US ON 0410 583 550.
EMAIL US

Entreprise structures

"Obtain a yield." Permaculture Principle

Obtaining a yield is essential for a sustainable enterprise - whether it is set up as a for profit organisation or not for profit organisation. 

At Ludwig Lawyers, we make sure that you select the most appropriate entreprise structure for your new enterprise. Make sure you talk to us before you start your new enterprise or not for profit organisation to ensure that you have put the necessary formalities in place so that you not not pay any unnecessary fees and taxes, to adequately limit your liability and to maximise your yield.

Your individual circumstances will dictate what enterprise structure is the right fit for you. We will draft the relevant documents for you. 

We provide advice on:
  • Private companies
  • B Corporations
  • Companies Limited by Guarantee
  • Shareholder agreements
  • Discretionary trusts
  • Unit trusts
  • Sole traders
  • Partnerships
  • Incorporated associations
  • Co-operatives

Contracts and your brand

At Ludwig Lawyers, we can assist you in all business matters relating to your enterprise. We can draft and amend contracts, assist you in complying with legislative requirements and help you protect your brand by applying for trade marks and domain names.

Charitable fundraising

"Use edges and value the marginal." Permaculture Principle

Charities play an important role in Australia. So many people rely on the generosity of their fellow humans, for no fault of their own. We should never forget that the homeless person in our doorway has one day had a similar life to ours, but some calamity has struck that no longer allows him or her to fit in. In particular in a political environment where governmental welfare is being more and more reduced, our fellow humans sometimes have no option but to rely on charity.

We can advise you on legislative requirements for your charity and your charity's fundraising activities. Remember that you may need a charitable fundraising licence for some of your activities. 

Applying for grants and relevance of DGR status

Our Federal Government, State & Territory Governments and Local Councils have many different grants on offer. Charities in particular often rely on grants to allow them to conduct their charitable activities which do not make them any money. Some grants require a charity to have DGR (Deductible Gift Recipient) status to apply. 

At Ludwig Lawyers, we can advise you about the legislative requirements of obtaining and maintaining DGR status. Come and meet with us early as the purposes you choose and set out in the charity's constitution are of importance when it comes to DGR status availability.

Crowd-funding

Crowd-funding is a fun way for your social enterprise or charity to sell your products and services before they are being produced and offered. If you create a compelling story, make a clever video and distribute it amongst your network, you have a good chance of getting a lot of financial support.

At Ludwig Lawyers, we can answer any legal questions you may have regarding the crowd-funding process and contractual relationships you enter into.

Equity-fundraising, inc equity crowd-funding

If your social enterprise has chosen the for profit structure of a private shareholder company (commonly referred to a company or corporation), you can raise capital through equity fund-raising.

Chapter 6D Corporations Act 2001 provides the legislative framework for equity fund-raising, which is complex and can be rather daunting. To get a prospectus drafted is very costly and can be prohibitive for a small start-up company. Depending on the amount of equity you wish to raise, the legislative requirements may be less strict. 

In recent years, there has been a push for legislative change to allow crowd-sourced equity fundraising. In Australia, the now resolved CAMAC made an inquiry into how this could be best achieved. CAMAC published the following two document:
  • Crowd Sourced Equity Funding Report, CAMAC, May 2014
  • Crowd Sourced Equity Funding - Discussion Paper, CAMAC, September 2013
It remains to be seen whether any of the recommendations of the Report will make it into the law.

Links

Not for Profit (NFP) legal information providers
  • Justice Connect: Not for Profit Law - legal structures, agreements, insurance & risks, ATO, seeking funds etc
  • Our Community - Happy Hour - Facebook NFP discussion group
  • Funding Centre - fundraising, policies, insurance & risks,  for NFPs etc​
Companies Limited by Guarantee (non profit) and companies limited by shares (for profit)
  • Corporations Act 2001
  • Corporations Regulations 2001
  • Australian Securities and Investment Commission (ASIC)
  • ASIC Connect
Equity Fundraising (for companies limited by shares)
  • Chapter 6D Corporations Act 2001
  • Section 708 Corporations Act - offers that do not need disclosure, such as small scale offerings (subs 1) and offers by exempt bodies (subs 20)
  • Australian Small Scale Offerings Board (ASSOB)
  • Crowd Sourced Equity Funding Report, CAMAC, May 2014
  • Crowd Sourced Equity Funding - Discussion Paper, CAMAC, September 2013
  • Crowd Sourced Equity Funding - Submissions received by CAMAC
  • 12-196MR ASIC guidance on crowd funding
Incorporated Associations (non profit)
  • Associations Incorporation Act 2009 (NSW)
  • Associations Incorporation Regulation 2010 (NSW)
  • NSW Fair Trading
Co-operatives (non profit and for profit)
  • Appendix to Co-operatives (Adoption of National Law) Act 2012 = "Co-operatives National Law"
  • Co-operatives National Regulations
  • Fair Trading NSW
  • International Co-operative Alliance (ICA)
Charities - General
  • Charities Act 2013 (Cth)
  • Australian Charities and Not-for-profits Commission Act 2012 (Cth) (ACNC Act)
  • Australian Charities and Not-for-profits Commission Regulation 2013 (Cth) (ACNC Regulation)
  • Australian Charities and Non-For-Profits Commission (ACNC)
  • Office for the Not-for-Profit Sector
  • Australian Taxation Office (ATO)
  • Contribution of the Not-for-Profit Sector, Report by the Australian Government Productivity Commission, 2010
  • Australian Centre for Philanthropic and Nonprofit Studies, Queensland University of Technology
Taxation
  • Income Tax Assessment Act 1997 (Cth) (ITAA)
  • Australian Taxation Office (ATO) - Legal Database
  • ATO Legal Database - Interpretative Decisions (ATO ID)
  • ATO Legal Database - Rulings and Determinations
  • ATO NAT pack: 
Community Service Organisation (Income tax-exempt Not for Profits)
  • Section 50-10, item 2.1, Income Tax Assessment Act 1997
  • ATO: Income tax guide for non-profit organisations
  • ATO: DT 93/190 - Income tax: what is the scope of the exemption from income tax provided by paragraph 23(g)(v) of the Income Tax Assessment Act 1936?* (*replaced by section 50-10, item 2.1, Income Tax Assessment Act 1997)
  • Taxation Laws Amendment Bill (No 2) 1990 - Explanatory Memorandum, Part 1 of 2
Deductible Gift Recipients (DGRs)
  • ABN search
  • List of DGRs
  • ATO: DGR categories
  • Income Tax Assessment Act 1997 (Cth) - Subdivision 30-B: Tables of recipients for deductible gifts: sections 30.20-30.105
  • ATO: Applying for DGR Endorsement
"Item 1 DGRs" or "Doing DGRs"
  • DGRs - Health - s 30-20 ITAA - Item 1.1.5 Public institution for research
  • DGRs - Health - s 30-20 ITAA - Item 1.1.6 Health Promotion Charity
  • DGRs - Education - s 30-25 ITAA - Item 2.1.10 School Building Fund
  • DGRs - Research - s 30-40 ITAA - Item 3.1.1 Approved Research Institute
  • DGRs - Welfare & Rights - s 30-45 ITAA  - Item 4.1.1 Public Benevolent Institution
  • DGRs - Welfare & Rights - s 30-45 ITAA - Item 4.1.7 Charitable Services Institution
  • DGRs - Environment - s 30-55 ITAA - Item 6.1.1 Public Fund on Register of Environmental Organisations
  • Register of Environmental Organisations
Public Benevolent Institutions - Hunger Project case
  • The Hunger Project Australia v Commissioner of Taxation [2013] FCA 693 (affirmed on appeal, see next bullet point)
  • Commissioner of Taxation v Hunger Project Australia [2014] FCAFC 69
  • Commissioner's Interpretative Statement: The Hunger Project Case
  • ATO Non-profit News Service No 0414 - Hunger Project update, 17 July 2014
  • TR 2011/4: Income tax and fringe benefit tax charities - on distinction between "fund" and "institution" - will need to be reconsidered in light of Hunger Project case
  • ATO Interim Decision Impact Statement, Commissioner of Taxation v Hunger Project Australia, 8 August 2014 - re TR 2003/5
Public Funds
  • TR 95/27: Income tax - public funds
"Item 2 DGRs" or "Giving DGRs" (give to "Item 1 DGRs") - Private Ancillary Funds and Public Ancillary Funds
  • ATO: What is an ancillary fund?
  • Public Ancillary Funds Trustee Handbook by Philanthropy Australia
Charity Reform
  • Final Report of the Not-for-profit Sector Tax Concession Working Group, May 2013 - recommends that all charities should be given DGR status
Fundraising - Grants
  • Community Builders NSW - Funding and Grants
  • GrantsLINK
Fundraising - Charitable
  • NSW Office of Liquor, Gaming & Racing (OLGR)
  • OLGR: Charitable fundraising
  • Charitable Fundraising Act 1991 (NSW)
  • OLGR: Promotions and competitions
  • Lotteries and Art Unions Act 1901 (NSW)
  • Lotteries and Art Unions Regulation 2007 (NSW)

Contact Ludwig Lawyers

To find out more, please call us on 0410 583 550 or send an email to info@ludwiglawyers.com.
Contact us on 0410 583 550 or info@ludwiglawyers.com
LUDWIG LAWYERS - Simple Solutions in a Complex Legal Environment
MAIL: PO Box 574, Paddington NSW 2021, Australia
MEETINGS BY APPOINTMENT ONLY
ABN29487308877
  • Welcome
  • Beatrice Ludwig
  • Regenerative Agriculture
  • AREAS OF LAW
    • Charities, NFP & Social Enterprises
    • Commercial & Contracts
    • Intellectual Property
    • Litigation & Dispute Resolution
  • STORIES
  • NEWS
  • Contact