require the branch to which the engagements are proposed to be transferred to accept those engagements satisfy themselves (a) that the Committee of Management of the branch is authorised to do so by the rules or (b) that a summoned meeting of the branch has passed a resolution offering to accept the engagements.

(2) Subject as aforesaid, the Committee of Management of a Society shall, notwithstanding anything in the rules of the Society, have power to transfer the engagements of a branch of the Society which has less than fifty insured members to any other branch of the Society, and in any other case

(i) where the rules of the Society provide a method for transferring the engagements of a branch, that method shall be adopted, but, where by the rules a meeting or meetings are required to be held or a ballot of the members is required to be taken, the branch which is transferring its engagements shall, in addition to complying with the requirements of such rules

(a) at least ten days before the first meeting at which the resolution to transfer the engagements of the branch is to be considered or upon the issue of voting papers, send to every insured member of the branch a statement in a form approved by the Commissioners containing particulars relating to the proposed transfer; and

(b) immediately after passing any resolution relating to the proposed transfer of engagements, forward to the Committee of Management of the Society a copy thereof and a statement of the number of members of the branch, the number present at the meeting, the manner in which a poll (if any) was taken and the number of votes cast for and against the resolution by insured members and other members respectively, together with such other particulars as the Committee of Management may require:

Provided that no meeting at which a resolution for a transfer of engagements is submitted shall be held earlier than six in the afternoon, unless the rules of the branch otherwise provide or the Commissioners otherwise determine:

(ii) where no such provision is made by the rules of the Society, the procedure to be adopted shall be that set forth in the first part of the Fifth Schedule to these Regulations, but no resolution for the transfer of engagements shall be valid unless it is carried by not less than three-fourths of the members voting.

(3) The transfer of the engagements of a branch of a Society to two or more branches of the Society shall be carried out in accordance with the provisions of the two preceding paragraphs of this Article with the necessary adaptations.

tered branch.

85.-(1) Where the Committee of Management of a Society is Transfer of satisfied that the affairs of a branch which has less than one engagements hundred insured members are being administered in a manner of improper prejudicial to the interests of the insured members the Committee ly adminisof Management of the Society shall have power, subject to the consent of the Commissioners, and notwithstanding anything in the rules of the Society, to transfer the engagements of the branch to any other branch of the Society which is willing to accept them.

(2) In any case other than as aforesaid—

(i) where the rules of a Society provide for the manner in
which the engagements of a branch whose affairs are
being improperly administered may be transferred
to another branch the procedure provided in the rules
shall apply, save that no such transfer shall take
place without the consent of the Commissioners:
(ii) where no such provision is made for the purpose afore-
said by the rules of the Society, the following pro-
visions shall have effect:

(a) upon receipt of information which affords
grounds for believing that the affairs of a
branch are being administered in a manner
prejudicial to the interests of the insured
members, the Committee of Management of
the Society may, without prejudice to any
other powers conferred on them by the rules
of the Society, cause an investigation to be
made and all the records of the branch to be
placed at the disposal of any person or
persons who may be appointed by the Com-
mittee of Management of the Society to carry
out the investigation;

(b) the Committee of Management of the Society
shall have power to appoint any person or
persons or make any other arrangements
which they may consider necessary to carry
on the business of the branch under the
principal Act during, or as a result of, an
investigation as aforesaid, and the branch
and all the officers of the branch shall hand
over to such person or persons as may be
appointed the books and records in respect of
such business necessary to enable it to be
properly carried on;

(c) if the Committee of Management of the Society

are satisfied, as a result of the investigation,
that the branch is being improperly
administered, they shall cause a special
meeting of the branch to be convened and, if
the officers of the branch fail to convene the
meeting after having been so requested by
the Committee of Management of the Society,

Miscellaneous

provisions.

the Committee of Management shall itself convene the meeting;

(d) every member of the branch shall be given notice in writing of the matters to be considered at the meeting and the Chairman of the meeting shall be a person appointed by the Committee of Management of the Society;

(e) where a meeting is convened but a quorum of members is not present or the branch fails to agree to make satisfactory arrangements for carrying on its business, or having agreed to make such arrangements fails to carry them into effect within a period of three months from the date of the meeting, the Committee of Management of the Society shall have power, subject to the consent of the Commissioners, to transfer the engagements of the branch to any other branch of the Society which is willing to accept them; (f) where it is desired, in accordance with the fore going provisions, to transfer the engagements of a branch which is not administering the principal Act in a proper manner, but no suitable branch of the Society is willing to accept such transfer, the Committee of Management of the Society may apply to the Commissioners to declare that the branch shall cease to be a branch for the purposes of the principal Act.

Miscellaneous Provisions.

86. (1) The Committee of Management of a Society or branch shall, before any proposal to amalgamate or transfer its engagements is submitted to the members, submit, in the case of the Society for the approval of the Commissioners, and the case of the branch for the approval of the Committee of Management of the Society of which it is a branch, particulars of the scheme proposed to be adopted, and where particulars have been submitted by a branch to the Committee of Management of the Society, the Committee of Management shall, if they approve the proposed scheme, submit the said particulars for the approval of the Commissioners.

(2) A Society or branch on entering into negotiations for the acceptance of the engagements under the principal Act of another Society or branch shall give notice of the proposals, in the case of a Society, to the Commissioners, and in the case of a branch, to the Committee of Management of the Society of which it is a branch, and that Committee of Management shall forthwith give notice to the Commissioners.

(3) Immediately after the resolution for the amalgamation or transfer of engagements of a Society or branch has been passed, the Committee of Management of the Society or branch shall as they think fit, either insert in some newspaper or newspapers

circulating in the district in which the principal office of the Society or the office of the branch is situated and in such other newspapers, if any, as the Commissioners may determine a notice of the result of the meeting in the form set forth in the second part, of the Fifth Schedule to these Regulations, with the necessary modifications in the case of a branch, or shall send such notice to each insured member,

(4) Any member of the Society or branch may within ten days of the date of the notice of the result of the meeting, submit to the Commissioners a written statement of any objections to the proposed amalgamation or transfer on the ground of non-compliance with this Part of these Regulations or with the rules of the Society, and before giving their consent the Commissioners shall take into consideration any such objections.

(5) An amalgamation or transfer of engagements shall not take place without the consent of the Commissioners, and in the case of a branch without the consents of the Commissioners and of the Committee of Management of the Society, and an amalgamation or transfer of engagements which has been carried out in accordance with the procedure set forth or referred to in this Part of these Regulations shall be valid and binding on all the insured. members concerned.

Rights of members

resident in separate part of United Kingdom on amalgama

tion or transfer of

engage

87. Where a Society (including for this purpose a branch of a Society), which has insured members resident in a part of the United Kingdom other than that in which the registered or principal office of the Society is situated, who are treated for the purposes of the principal Act relating to valuations, surpluses, deficiencies and transfers as if they formed a separate Society, has carried by the requisite majority a resolution to amalgamate with, or transfer its engagements to, another society, and it appears from a scrutiny of the votes that a majority of the members ments. resident in such part of the United Kingdom and voting has voted against the said resolution, the Commissioners for that part of the United Kingdom in which those members are resident may, if they think fit, upon the application of the insured members so resident or of any of them, require as a condition of their consent to the proposed amalgamation or transfer of engagements being granted that the Society shall make such arrangements as the Commissioners may think satisfactory for dealing with those members, whether by forming a new Society or by providing for their transfer to existing Societies or otherwise, and any arrangements so made to the satisfaction of the Commissioners shall be binding on all the insured members of the Society resident in that part of the United Kingdom.

admitted

88. From the date on which the Committee of Management of New a Society on behalf of the Society or of a branch of the Society members give notice to the Commissioners of the intention to transfer the not to be engagements of the Society or branch thereof, then except with pending the consent of the Commissioners, that Society or branch shall not transfer. admit any insured member, and the right of insured members to terminate their membership of the Society or branch shall be suspended unless and until the meeting decides not to transfer

Provisions

for apportionment of funds.

Discharge of liabilities.

Power to

make levy.

the engagements of the Society or branch or unless and until any consent to the transfer of engagements which is required by this Part of these Regulations has been refused.

89.-(1) Where on an amalgamation of Societies the arrangements provide for the funds of the amalgamated Society relating to men being separated from those relating to women, or on the transfer of engagements by a Society or branch to a Society whose funds are so separated, there shall be such apportionment of the assets and liabilities of the Societies in the case of amalgamation, and of the transferor Society or branch in the case of transfer of engagements as may, in the opinion of the Joint Committee, be necessary, and where there is no such separation in the funds of the amalgamated or transferee Society, and the funds of any amalgamating or transferor Society have been so separated, the funds of such amalgamating or transferor Society shall be dealt with as though no such separation had been made.

(2) Where a Society or branch whose insured members resident in different parts of the United Kingdom are not treated for the purposes of the provisions of the principal Act relating to valuations, surpluses, deficiencies and transfers as if they formed separate Societies, amalgamates with, or transfers its engagements to, a Society or branch whose insured members are so treated, the Joint Committee shall make such financial adjustments as between the funds of the respective Societies as the circumstances may require.

(3) Where in any other case a transfer of engagements by a Society or branch of a Society requires an apportionment of the funds of the Society or branch, the funds shall be apportioned in such manner and such other financial adjustments shall be made as the Joint Committee may determine.

90.-(1) The accounts relating to business transacted under the principal Act of any Society or branch amalgamating or transferring its engagements shall be made up to the date immediately preceding that upon which the amalgamation or transfer of engagements takes effect, and for this purpose the Committee of Management of the Society or branch shall make proper provision for the discharge of all outstanding liabilities (other than liabilities in respect of the future payment of benefits) which have been properly incurred, and the accounts when made up shall be submitted to audit in accordance with the provisions of the principal Act.

(2) Before giving consent to any amalgamation of or transfer of engagements between Societies or branches, the Commissioners shall be satisfied that proper steps have been taken for the ascertainment of all outstanding liabilities of, and claims against, the Society or branch which is amalgamating or whose engagements are being transferred in relation to its business under the principal Act and that proper provision has been or will be made for the satisfaction of all such claims and liabilities.

91. If the money arising from business under the principal Act in the hands of a Society or Branch amalgamating or transferring its engagements are not at the date of such amalgamation or transfer of engagements or any subsequent date