Boards and management committees


In Queensland most not-for-profit community organisations are governed under the Associations Incorporation Act. This section outlines the governance of Management Committees for these organisations.

While the information contained in this section may be applicable to other forms of not-for-profit organisations there may be variations. Refer to the Governance for non-Queensland and other forms of not-for-profit organisations section for links to the appropriate government website.

Community Door also has information specifically about the differences between Queensland registered and Nationally registered not-for-profit organisations in the Start a community service organisation section.

A person wearing headphones is sitting in front of a computer. A sunset is visible outside.

For more detailed information on boards and management committees view the Community Door online governance eTraining or the free online Board Evaluation Tool created by the Queensland University of Technology’s Australian Centre of Philanthropy and Non-profit Studies.


Sub-committees are a way of distributing the workload of a management committee, and for making the most use of the expertise of the organisation’s members. In this way, people who may not have the time to serve on the management committee can be co-opted onto a sub-committee for a limited time to carry out a project. The role and responsibilities of a sub-committee and its relationship to the management committee should be clearly defined.

In setting up a sub-committee, remember the following:

  • It performs a specific task – such as reviewing staff salaries, preparing a submission or a budget, or looking after the grounds.
  • It should be small in size – often three to five people are enough.
  • Establish the sub-committee formally at a management committee meeting. Nominate one person to act as a convener to call meetings, and co-ordinate the activities of the sub-committee. It is a good idea to actually state that the sub-committee is responsible to the full management committee.
  • Do not take communication for granted. Make sure everyone is clear about what has to be done and who is going to do it.
  • Give the sub-committee specific written guidelines, time frames, duties and powers. This information should be minuted at a management committee meeting.
  • A sub-committee minute taker should be nominated. Minutes and reports of the sub-committee should be presented regularly at full management committee meetings.
  • Any action or policy recommended by the sub-committee needs to be approved by the full committee before anyone can act on that policy.
  • It is useful to set clear goals and time limits on the life of the sub-committee and to allocate specific funds or other resources at your disposal to enable the sub-committee to do its job.

Companies limited by guarantee – information for directors

Although we often think of a ‘company’ as being a for-profit business, a company limited by guarantee is a special form of public company that can be used by not-for-profits.

Companies limited by guarantee sit under the Corporations Act 2001, and are regulated by the Australian Securities and Investments Commission (ASIC).

They use a governance structure with ‘directors’, but has ‘members’ instead of ‘shareholders’. The following factsheets contain information for directors of these organisations.

You can find more information on companies limited by guarantee in the Start a community service organisation section of Community Door.

Governance for other forms of not-for-profit organisations

Nationally registered companies limited by guarantee:

Nationally registered Aboriginal and Torres Strait Islander organisations

Queensland co-operatives

Queensland body corporates

Interstate Associations

Related Updates

Free webinar: Top legal issues for the Board agenda
Resources: Should your organisation pay its board directors?
Nominate: Not-for-profit Treasurers’ Awards 2022