Page images

VI.-Of Co-operative Societies generally.

Apart from those having Land operations in view or Banking, considerable encouragement is afforded by the Act of 1876 to the formation of co-operative societies for general purposes. Among its provisions are the following:

(i.)—An Industrial and Provident society becomes on Registration a body Corporate, with perpetual succession and a common seal, and with limited liability to its members.

It performs all acts in its corporate name, without the intervention of Trustees, except for a few special purposes as defined in the Act.

(ii.) The society must have a registered Office, which it may change from time to time, without restriction as to county, by merely giving notice thereof to the Registrar of Friendly Societies.

(iii.)-A society may change its Name, and the Registrar is not to register a society by any name identical to, or of deceptive similarity with, that of any existing society.

(iv.)-The Profits of the society may be applied to any lawful purpose; but the mode of application thereof must be provided for by the rules.


Following the practice laid down for other kindred institutions, the statute directs that Disputes (arising between a member, or person claiming through a member, or under the rules of a registered society, and the society or an officer thereof,) shall be decided, by arbitration, in manner directed by the rules of the society; and the decision so made shall be binding and conclusive on all parties, without appeal, and cannot be removed into any court of law, or restrained by injunction. Application may be made to the County Court of the district for enforcement of decisions respecting Disputes.

It is provided, also, that Disputes may, by the consent of the parties thereto, be referred to the registrar, unless the rules of the society forbid; or where the rules of a society so direct, Disputes may be referred to Justices.

Where, however, the rules contain no direction, or where no decision is made on a Dispute, application may be made to the County Court, or to a Court of Summary Jurisdiction, to determine the matter.

VIII.--Amalgamation, or Transfer to another Society. Any two or more societies may, at any time, by special resolution of both or all such societies, become amalgamated together as one society, with or without any dissolution or division of the funds of such societies or either of them.

It is, likewise, provided that a society may, by special resolution, transfer its engagements to any other registered society which may undertake to fulfil the engagements of such society.

IX.-Conversion into a Joint-Stock Company.

A society may, by special resolution, determine, at any time, to convert itself into a company under the Companies Acts, or to amalgamate with or transfer its engagements to any such company. In either of such cases, the registry of society under the Industrial and Provident Societies Act becomes void.


A society may be Dissolved and its business wound up by a very simple process through an Instrument of

dissolution, instead of by the expensive and protracted method required for associations under the joint-stock Companies Acts.

The consent of the members must be testified by the signature of three-fourths affixed to the instrument of dissolution. The Liabilities and Assets of the society are to be set forth in detail in the instrument, as are also the number of the members and the nature of their interests in the society respectively, the claims of creditors, if any, and the intended appropriation of the funds and property of the society.

The instrument of dissolution when registered is binding on all members of the society.

Alterations in the instrument of dissolution may be made by the consent of three-fourths of the members testified by their signatures to the instrument.

XI.-Of the Rules.

For the use of persons desirous of forming a Cooperative Land Society, we have inserted, in Part II., p. 64, an Index to the clauses required to be in the Rules for registration under the Industrial and Provident Societies Act, 1876.

Other clauses, relating to this particular kind of business, will be found in the rules in our "Law of Building Societies."

In framing the Rules of a society the following points should be borne in mind:

(i.)-The rules of every society are to contain provisions in respect of the several matters mentioned in schedule II. of the Act.

(ii.)—The rules bind the society and its members to the same extent as if each member had signed and sealed them.

(iii.)-They are equivalent to a deed under seal,

(iv.)-Copies are to be forwarded to the Registrar,

(v.)-Alterations or additions to the rules are to be registered, and are not valid until registered.

(vi.)-A copy of the rules must be delivered to every person on demand, on payment of a sum not exceeding one shilling.

(vii.)-Delivery of untrue rules, with intent to mislead or defraud, is a Misdemeanour.

(viii.)—To allow members to withdraw their shares, a provision must be inserted in the rules, but the rules may determine whether the shares shall be either transferable, or withdrawable; but shares which are transferable cannot be withdrawable, and vice versa,

XII.-Of Land Investment Companies, under the Companies Acts, 1862 to 1880.

As from various causes it is sometimes preferred to establish associations of this kind under the Companies Acts, we have given, in Part III., a Digest of selected decisions in connection with the formation and operations of Land Investment Companies, and Companies for Local Improvements.

Most of the cases are applicable to all companies and must not be overlooked by those Societies to which Parts I. and II. relate.





ACT OF 1876.

(39 & 40 VICT. C. 45.)

**The reader is referred for legal decisions relating to kindred Societies, to the Author's companion work to this publication, entitled "THE LAW OF BUILDING SOCIETIES," written jointly with Mr. BRABROOK, the Assistant-Registrar of Friendly Societies, and published by Messrs. Shaw and Sons, Fetter Lane, E.C.

« EelmineJätka »