CO-OPERATIVE SOCIETIES ACT
Arrangement of Sections
1. Short title
DEVELOPMENT OF CO-OPERATIVES, CO-OPERATIVE SOCIETIES AND PUBLIC OFFICERS
3. Development of co-operatives and co-operative societies
4. Officers required to furnish information to Minister
5. Annual report on co-operative societies
7. Deputy Registrar and other public officers
REGISTRATION AND ORGANISATION OF CO-OPERATIVE SOCIETIES
8. Co-operatives to be registered
9. Application for registration
10. Registration of co-operatives
11. Conversion of company into co-operative society
12. Certificate of registration and name of co-operative society
13. Action to be taken after registration of former company as co-operative society
14. Effect of registration
15. Refusal to register
16. Equity capital
17. Liability of members
18. Display of registered name
20. Amendments to By-laws
21. Copy of regulations and by-laws and list of members to be open for inspection
RIGHTS AND LIABILITIES OF MEMBERS
22. Patronage bonus
23. Membership governed by by-laws
25. Members not to exercise rights until due payment made
26. Certificate of membership
27. Lien on member’s share
28. Co-operative society to keep membership register
29. Meetings, votes of members and delegates
30. Limitation on share holding
31. Assignment, transfer, redemption and re-purchase of shares
32. Shares or interest not attachable
33. Transfer of shares or interest on death of member
34. Liability of past member and estate of deceased member for debts of co-operative society
35. Creation of charges in favour of co-operative societies
36. Withdrawal by member
37. Expulsion of member
BOARD OF DIRECTORS
38. Board of directors
39. Committees of Co-operative Society
40. Effect of election of directors by districts or zones
41. Functions of board
42. Chairperson and vice-chairperson
43. Term of office of director of board
44. Vacancy on board
45. Liability of directors and other officers for unlawful transactions
46. Procedure and meetings of board
47. Removal of directors from office
CHARGES BY CO-OPERATIVE SOCIETIES
48. Registration of charges
49. Registration of enforcement of security and filing of accounts
50. Rectification of register of charges
51. Entry of memorandum of satisfaction on register
52. Failure to submit particulars for registration
53. Co-operative society’s register of charges
54. Right to inspect copies of instruments and register of charges
55. Perpetual charges
56. Agricultural charges
ADMINISTRATION OF CO-OPERATIVE SOCIETIES
57. Registered office
58. Seal of co-operative society
59. Books of account and records
61. Liability of auditor
62. Yearly and other returns
63. Investigation by Registrar
AMALGAMATION, TRANSFER OF ENGAGEMENTS AND DIVISION OF CO-OPERATIVE SOCIETIES
64. Amalgamation of co-operative societies
65. Transfer of engagements
66. Registration with other authority
67. Division of co-operative societies
SAVINGS AND CREDIT CO-OPERATIVE SOCIETIES
68. Registration of credit union
69. Name of credit union
70. Membership generally
71. Membership of certain bodies corporate to credit unions
72. Maximum loan to member
73. No loans in certain cases
74. Rates of interest on loans
75. Maintenance of cash reserve to meet withdrawals
76. Non-application of Banking and Financial Services Act
CO-OPERATIVE UNIONS AND FEDERATIONS
77. Registration of co-operative unions and federations
78. Use of word “co-operative”
79. Incorporation and functions of unions and federations
WINDING-UP AND CANCELLATION
80. Winding-up of co-operative societies
81. Cancellation of registration of co-operative society
82. Winding up after cancellation of registration
84. General penalty
85. Repeal of Co-operative Societies Act, 1970 and savings
to revise the law relating to the formation, registration and regulation of co-operative societies; to repeal the Co-operative Societies Act, 1970; and to provide for matters connected with or incidental to the foregoing.
[12th October, 1998]
Act 20 of 1998.
This Act may be cited as the Co-operative Societies Act, 1998.
In this Act, unless the context otherwise requires—
“agricultural charge” has the meaning assigned to it under the Agricultural Credits Act;
“board” means the board of directors of a co-operative society elected under section 38;
“by-laws” means the by-laws of a co-operative society that have been registered under section 19 and includes any amendments made to the by-laws and registered under section 20;
“committee” means a committee established by a co-operative society under section 39;
“co-operative” means any enterprise or organisation owned collectively by its members and managed for their joint socio-economic benefit and whose activities are not prohibited by law;
“co-operative society” means a co-operative registered under this Act as a co-operative society;
“co-operative union” means a co-operative which is registered under this Act as a co-operative union, operating in the same field of business or at district level, whose membership comprises two or more co-operative societies operating in the same field of business or in that district;
“credit union” means a co-operative society which is registered as a saving and credit co-operative union under this Act for the purposes specified under section 68;
(a) a representative of a co-operative society which is a member of a co-operative union or a federation, who has been elected to attend the meetings of the co-operative union or federation, and who is entitles to vote at meetings of the co-operative union or federation as provided under the by-laws of the co-operative union or federation;
(b) a representative of members residing in a particular district or a representative of a particular group or class of members, and who has received a mandate from such members or group or class of members to vote at meetings of their co-operative society in accordance with the by-laws;
“federation” means a co-operative which is registered as a federation under section 77, and whose membership comprises two or more co-operative union, operating in the same field of business or a district level;
“former company” means a company which has converted into a co-operative society in accordance with section 11;
“member” means an individual who, or a body corporate which, has been admitted to the co-operative society as a member in accordance with the by-laws;
“officer” means a chairperson, a vice-chairperson, a director of a board, a member of a committee, a secretary, a treasurer, an employee or other person, empowered under this Act or the by-laws to direct or supervise the business of a co-operative society;
“patronage bonus” means a percentage of the net surplus realised by a co-operative society which is distributed to the members of that co-operative society, in accordance with its by-laws;
“Registrar” means the person appointed Registrar of Co-operatives under section 6;
“Registrar of Agricultural Charges” means a person appointed Registrar of Agricultural Charges under the Agricultural Credits Act;
“Registrar of Companies” means the person appointed Registrar of Companies under the Companies Act;
“repealed Act” means the Co-operative Societies Act, 1970; and
“special resolution” means a resolution passed by a three-quarter majority of the members or delegates present at a meeting called for the purpose specified in the resolution; and where at least twenty-one clear days notice, in writing, was given of the meeting.
DEVELOPMENT OF CO-OPERATIVES, CO-OPERATIVE SOCIETIES, AND PUBLIC OFFICERS
(1) The Minister shall adopt policies, as the Minister considers necessary, to encourage the development and sustainability of co-operatives and co-operative societies.
(2) The Minister shall, pursuant to subsection (1)—
(a) cause to be collected, classified and analysed information and statistics on co-operatives and co-operative societies; and
(b) provide such other services as may be necessary for the development of co-operatives and co-operative societies.
(1) The Minister may direct any officer of a co-operative society to furnish the Minister with any information relating to the operation of the co-operation of the co-operative society and such officer shall comply with such a directive.
(2) Any officer who fails to comply with any directive made by the Minister under subsection (1), or who knowingly make to the Minister a statement which is false in any material particular, shall be guilty of an offence.
(1) As soon as practicable, but not later than six months after the expiry of each financial year, every bond shall submit, to the Minister, a report concerning the activities of its co-operative society during such financial year and such other information as the Minister may require.
(2) The Minister shall, after receipt of the reports submitted under subsection (1), cause to be prepared a report on the status and operations of co-operative societies in the country.
(3) The Minister shall, not later than seven days after the first sitting of the National Assembly next, after receipt of the report referred to in subsection (2), lay the report before the National Assembly.
There shall be a Registrar of Co-operatives who shall be a public officer appointed by the Public Service Commission and who shall exercise the functions prescribed by or under this Act.
(1) The Public Service Commission may appoint a Deputy Registrar of Co-operatives, who shall be a public officer and such other public officers, as may be necessary, to assist the Registrar in the performance of the Registrar’s functions under this Act.
(2) Any function conferred by or under this Act on the Registrar may be performed by any person acting as Registrar if the Registrar is unable to perform any function due to any cause.
REGISTRATION AND ORGANISATION OF CO-OPERATIVE SOCIETIES
Any co-operative with ten or more members shall, within a period of not more than twelve months from the date of adoption of its by-laws, and subject to section 9 and on payment of the prescribed fee, be registered as a co-operative society under this Act.
(1) An application for registration as a co-operative society shall be made in the prescribed form to the Registrar.
(2) An application for registration as a co-operative society to be submitted with—
(a) four copies of the by-laws of the co-operative society to be registered; and
(b) a statement by the applicants, seeking registration of the co-operative society, that the capital, to be furnished initially by such applicants and other persons expected to become members, is sufficient for the commencement of operations; and
(c) a notice of situation of registered office.
Subject to the other provisions of this Act, and within thirty days of receipt of the application, the Registrar shall register a co-operative as a co-operative society if the Registrar is satisfied that—
(a) the application complies with subsection (2) of section 9;
(b) the by-laws make adequate provision for—
(i) regular audits to be carried out;
(ii) the education, training and provision of advisory services to the members of the co-operative society; and
(c) the by-laws are not ultra-vires this Act or any other written law.
(1) A company registered under the Companies Act may, by a resolution made in accordance with the Companies Act, convert itself into a co-operative under this Act.
(2) A company that has converted into a co-operative in accordance with subsection (1), shall apply to the Registrar for the registration of the co-operative as a co-operative society.
(3) An application for registration made under subsection (2) shall be accompanied by—
(a) the resolution made by the company converting itself into a co-operative as provided under subsection (1);
(b) four copies of the by-laws of the co-operative to be registered signed by ten members of the company and the secretary of the company;
(c) a resolution—
(i) authorising the 10 members and the secretary of the company to sign the by-laws;
(ii) authorising the 10 members and the secretary of the company to accept any alterations made by the Registrar without further consultations with the company or authorising such members to submit to the company in a general or extraordinary meeting any alterations made by the Registrar;
(d) a resolution confirming that the capital to be furnished, initially by members of the company, is sufficient for the commencement of operations as a co-operative society; and
(e) notice of situation of registered office.
(4) Subject to the other provisions of this Act, where the Registrar is satisfied that the application, made under subsection (2), complies with subsection (3) and paragraphs (b) and (c) of section 10, the Registrar shall register the co-operative as a co-operative society.
(1) The Registrar shall issue a certificate of registration to a co-operative society and, except as otherwise provided in this Act, the word “co-operative” shall form part of the name of every co-operative society.
(2) The word "limited" shall be the last word in the name of every co-operative society and, except as otherwise provided in this Act, the word "co-operative" shall form part of the name of every co-operative society.
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