Australian Capital Territory

Co-operative Societies Act 1939
This consolidation has been prepared by the ACT Parliamentary Counsel’s Office
Updated as at 1 July 1999
TABLE OF PROVISIONS
Section
Part I—Preliminary
	1.	Short title 
	2.	Repeal
	4.	Interpretation
Part II—Administration
	5.	Registrar of Co-operative Societies
	5AA.	Deputy Registrar of Co-operative Societies
	5A.	Inspectors
	5B.	Inspections
	6.	Registrar may require certain information or evidence to be furnished
	7.	Special meeting and inquiry
	8.	Certificate as to cost of inquiry etc.
	8A.	Registrar may require bank to give information
	9.	Inspection of documents
	10.	Registrar may administer oath etc.
	11.	Appeal from decisions of Registrar
Part III—Co-operative Trading Societies
	13.	Objects
	14.	Prescribed trading societies

Part IIIC—Co-operative Housing and Services
Societies
	14J.	Objects
Part IV—Incorporation
	15.	Liability and membership
	16.	Formation and registration of society
	16AA.	Prohibited names
	16A.	Powers of registered societies
	17.	Change of name
	18.	Amalgamation
	19.	Property to vest on amalgamation
	20.	Certificate of incorporation
	21.	Members
	22.	Shares
	22A.	Reserves
	23.	Surplus from operations
	24.	Liability of members of society
	25.	Purchase or repayment of shares
	26.	Cancellation and re-issue of shares
	28.	Charge and set-off against member
	29.	Death of member
	30.	Death of intestate
	31.	Society a body corporate
	32.	Use of the word “co-operative”
	33.	Fees
	34.	Property
	35.	Granting of securities
	36.	Raising of money etc.
	37.	Investments
	38.	Voluntary transfer of engagements—trading societies
	38AA.	Transfer of engagements by direction
	38A.	Registration of society as a company
	39.	Contracts
	40.	Name and address of society
	40A.	Service of documents on society
	41.	Effect of rules
	42.	Registers and records 
	42A.	Accounts
	42B.	Statement to be attached to accounts
	42C.	Statement to be attached to holding society accounts
	42D.	Statements in relation to financial year of society
	42E.	Directors’ report on society other than holding society
	42F.	Directors’ report on group holding society
	42G.	Report may omit prejudicial information
	42H.	Reports generally
	43.	Inspections of documents by members and creditors
	44.	Returns
	45.	Dealings with members and applicants
	46.	Charges payable by members
	47.	Fines
	48.	Special resolution
Part V—Rules, Management and Disputes
	49.	Rules
	50.	Alteration of Rules
	51.	Board of directors
	52.	Meetings
	53.	Votes of members
	54.	Minutes
	55.	Officers
	56.	Accounts and audit
	57.	Financial year
	58.	Disputes
Part VI—Suspension, Administration and
Winding-up
	58A.	Suspension of operations
	58B.	Administrator
	59.	Winding-up
	60.	Application of Corporations Law in a winding-up
	60A.	Filling vacancy in position of liquidator (voluntary winding-up)
	61.	Dissolution
	62.	Cancellation
part VII—Evidence and Offences
	63.	Certificates and documents
	64.	Rules
	65.	Registers
	66.	Minutes
	67.	Entries
	68.	Defaults by a society
	69.	Restrictions on powers
	70.	Too few members
	71.	Name
	72.	Seal
	73.	Allotment of shares
	74.	False copies of Rules
	75.	Falsification
	76.	Fraud or misappropriation
	77.	Commission
	78.	Contravention of Act
	79.	Recovery of penalties
	80.	Civil remedies
Part VIII—Miscellaneous
	80A.	Review of decisions
	80B.	Notification of decisions
	80C.	Power of Minister to determine fees
	80D.	Fees may be determined where provision not otherwise made
	80E.	Fees under applied provisions of the Corporations Law (mortgages, charges and bonds)
	80F.	Fees payable
	81.	Regulations

Australian Capital Territory

Co-operative Societies Act 1939
An Act relating to co-operative trading societies and co-operative housing and services societies
Part I—Preliminary
1. 	Short title 
	This Act may be cited as the Co-operative Societies Act 1939.1
2. 	Repeal
	Upon the commencement of this Act the Building and Co-operative Societies Act, 1901, of the State of New South Wales shall cease to apply to the Territory.
4.3 	Interpretation
(1) 	In this Act, unless the contrary intention appears—
“accounts” means profit and loss accounts and balance sheets and includes statements, reports and notes, other than auditors’ reports and directors’ reports, attached to or intended to be read with any of those profit and loss accounts or balance sheets;
“administrator” means a person appointed to be an administrator under section 58B;
“authorized bill of exchange” means a bill—
	(a)	that has been accepted by a bank, being a bank within the meaning of the Banking Act 1959 of the Commonwealth;

	(b)	that is payable on demand or not more than 200 days after the day on which it is transferred to a society;
	(c)	in respect of which the society, on the transfer of the bill to it, becomes a holder in due course; and
	(d)	that has only been endorsed (if at all), prior to its transfer to the society, by—
	(i)	an excluded corporation within the meaning of subsection 65 (1) of the Corporations Law; or
	(ii)	a building society;
“bond” includes debenture;
“Commission” means the Australian Securities Commission;
“contributory”, in relation to a society, means:
	(a)	a person liable as a member or past member to contribute to the property of the society in the event of its being wound up; and
	(b)	before the final determination of the persons who are contributories by virtue of paragraph (a)—a person alleged to be such a contributory;
 “deadline”, in relation to a financial year of a society, means the end of the fourteenth day before the last day of the period within which the society is required to hold an annual general meeting in relation to that financial year;
 “financial year”, in relation to a society, means the period in respect of which the accounts of the society are made up;
“group”, in relation to a holding society at the end of a financial year, means—
	(a)	the society; and
	(b)	its subsidiary at the end of the financial year;
“group accounts”, in relation to a society, means, if the society is a group holding society at the end of the financial year concerned;
	(a)	a set of consolidated accounts for the group;
	(b)	2 or more sets of consolidated accounts together covering the group;
	(c)	separate accounts for each subsidiary in the group; or
	(d)	the combination of one or more sets of consolidated accounts, and one or more sets of separate accounts, together covering the group;
“holding society” means a society which has another society or other corporation as a subsidiary;
“housing and services society” means a society formed in pursuance of section 14J;
“inspector” means an inspector under section 5A;
“member” means a member of a society;
“mortgage” includes lien, charge or other security over property;
“mortgage-backed security” means—
	(a)	a security specified in the regulations as a mortgage-backed security; and
	(b)	a security included in a class of securities specified in the regulations as a class of mortgage-backed securities;
“officer” includes director, secretary, treasurer or other person empowered under the Rules to give directions in regard to the business of a society;
“prescribed bill of exchange” means a bill of exchange—
	(a)	that is drawn by a society in favour of itself;
	(b)	that has been accepted by the person on whom it is drawn; and
	(c)	under which the date for payment is either fixed or determinable at the time the bill is drawn;
“promoter”, in relation to a society, means a person who signed the application for membership on the formation of the society;
“registered” means registered under this Act;
“Registrar” means the Registrar of Co-operative Societies under section 5;
“related corporation”, in relation to a society, means a corporation (including a registered society) that would be a related corporation in relation to the society by virtue of section 50 of the Corporations Law if a society were a corporation within the meaning of that Law;
“society” means a society registered under this Act;
“special resolution” has the meaning given by section 48;
“the Board” means the Board of Directors of the society in relation to which the term is used;
“the Court” means the Supreme Court of the Australian Capital Territory;
“trading society” means a society formed in pursuance of section thirteen of this Act;
“the Rules” means the Rules of the society in relation to which the term is used;
“the Secretary” means the Secretary of the Society in relation to which the term is used;
“withdrawable funds”, in relation to a society, means the aggregate of—
	(a)	the amount of the paid up capital of the society; and
	(b)	the amount of the deposits held by the society otherwise than as deposits made by members of the society in consideration for shares for which the members were, by virtue of the Rules of the Society, required to subscribe as a condition to obtaining loans from the society.
(2) 	For the purposes of this Act, the surplus arising in a financial year of a society from the business of the society shall be calculated—
	(a)	after making proper allowance for depreciation in value of the property of the society and for contingent liability for loss; and
	(b)	after making proper allowance for the tax payable by the society under the Income Tax Assessment Act 1936 of the Commonwealth in respect of the income of the society for that financial year.
(2A) 	For the purposes of this Act, a corporation shall, subject to subsection (2C), be deemed to be a subsidiary of a society if the society—
	(a)	controls the composition of the board of directors of the corporation;
	(b)	is in a position to cast, or control the casting of, more than one-half of the maximum number of votes that might be cast at a general meeting of the corporation; or
	(c)	holds more than one-half of the issued share capital of the corporation (excluding any part of that issued share capital that carries no right to participate beyond a specified amount in a distribution of either profits or capital).

(2B) 	Without limiting by implication the circumstances in which the composition of a corporation’s board of directors is to be taken to be controlled by a society, the composition of a corporation’s board of directors shall be taken to be controlled by a society if the society, by the exercise of some power exercisable whether with or without the consent or concurrence of any other person by the society, can appoint or remove all or a majority of the directors, and, for the purposes of this provision, the society shall be deemed to have power to make such an appointment if—
	(a)	a person cannot be appointed as a director without the exercise in that person’s favour by the society of such a power; or
	(b)	a person’s appointment as a director follows necessarily from that person being a director or other officer of the society.
(2C) 	In determining whether a corporation is a subsidiary of a society—
	(a)	any shares held or power exercisable by the society in a fiduciary capacity shall be treated as not held or exercisable by it;
	(b)	subject to paragraphs (c) and (d), any shares held or power exercisable—
	(i)	by any person as a nominee for the society (except where the society is concerned only in a fiduciary capacity); or 
	(ii)	by, or by a nominee for, a subsidiary of the society, not being a subsidiary that is concerned only in a fiduciary capacity,
shall be treated as held or exercisable by the society;
	(c)	any shares held or power exercisable by any person by virtue of the provisions of any debentures of the corporation, or of a trust deed for securing any issue of any such debentures, shall be disregarded; and
	(d)	any shares held or power exercisable by, or by a nominee for, the society (not being held or exercisable as mentioned in paragraph (c)) shall be treated as not held or exercisable by the society if the shares are held or the power is exercisable only by way of security given for the purposes of a transaction entered into in the ordinary course of business in connection with the lending of money.
(3) 	A reference in a provision of this Act to a determined fee shall be read as a reference to the fee determined under section 80C for the purposes of that provision.
(4) 	In subsections (2A), (2B) and (2C)—
“corporation” means—
	(a)	a society; or
	(b)	a corporation within the meaning of the Corporations Law.
Part II—Administration
5. 	Registrar of Co-operative Societies
(1) 	There may be a Registrar of Co-operative Societies.
(2) 	The Registrar shall perform such functions as are prescribed by the Regulations.
(3) 	The Chief Executive shall create and maintain an office in the Government Service the duties of which include performing the functions of the Registrar of Co-operative Societies.
(3A) 	The Registrar shall be the public servant for the time being performing the duties of the Government Service office referred to in subsection (3).
(4) 	The Registrar shall have a seal of office.
(5) 	All certificates, rules and documents required to be registered under this Act or to be transmitted to the Registrar for record shall be kept in the office of the Registrar.
5AA. 	Deputy Registrar of Co-operative Societies
(1) 	There may be a Deputy Registrar of Co-operative Societies.
(2) 	The Deputy Registrar of Co-operative Societies may perform any function of the Registrar, subject to any direction of the Registrar.
(3) 	The Chief Executive shall create and maintain an office in the Government Service the duties of which include performing the functions of the Deputy Registrar of Co-operative Societies.
(4) 	The Deputy Registrar of Co-operative Societies shall be the public servant for the time being performing the duties of the Government Service office referred to in subsection (3).
5A. 	Inspectors
(1) 	There may be 1 or more inspectors for the purposes of this Act.
(2) 	An inspector shall perform such functions for the purposes of this Act as the Registrar directs, subject to section 5B.
(3) 	The Chief Executive shall create and maintain 1 or more offices in the Government Service the duties of which include performing the functions of an inspector.
(4) 	An inspector shall be any public servant for the time being performing the duties of a Government Service office referred to in subsection (3).
5B. 	Inspections
(1) 	The Registrar or an inspector may, at any reasonable time, inspect and make copies of books, documents and records relating to the affairs of a society.
(2) 	For the purpose of exercising his or her powers under subsection (1), the Registrar or an inspector may—
	(a)	enter any premises occupied by a society; or
	 (b)	require a person who has custody or control of any books, records or documents relating to the affairs of a society to produce them to the Registrar or inspector.
(3) 	A person shall not refuse or fail to comply with a requirement made under subsection (2).
Penalty:  50 penalty units.
(3A) 	A person shall not obstruct, threaten or intimidate the Registrar or an inspector in the exercise of his or her powers under this section.
Penalty:  50 penalty units or imprisonment for 6 months, or both.
(4) 	In this section, “society” includes a subsidiary corporation of a society.
6. 	Registrar may require certain information or evidence to be furnished
(1) 	On any application for registration of a society or of any Rules or documents, the Registrar may require the applicant to furnish such information or evidence as is reasonable for the determination of whether the application should be granted.
(2) 	The Registrar may require any society to furnish proper and sufficient evidence—
	(a)	that the society is bona fide carrying on business in accordance with this Act; and
	(b)	in respect of all matters required to be done and in respect of the entries in any document required to be given to the Registrar under this Act.
7. 	Special meeting and inquiry
(1) 	The Registrar shall, on the application of the majority of the Board, or of not less than one-third of the members of any society—
	(a)	call a special meeting of the society; or
	(b)	hold an inquiry into the affairs of the society,
as the application requires.
(2) 	The application shall be supported by such evidence as the Registrar directs for the purpose of showing that the applicants have good reason for requiring the meeting or inquiry and that the application is made without malicious motive.
(3) 	The Registrar shall forthwith give notice of the application to the society.
(4) 	The applicants shall give such security for payments of the expenses of the meeting or inquiry as the Registrar directs.
(5) 	The Registrar shall direct at what time and place the meeting shall be held and the matters that shall constitute the business of the meeting and shall give to members such notice of the meeting as he or she thinks fit.
(6) 	The meeting shall have all the powers of a meeting called in accordance with the Rules of the society and, notwithstanding any rule of the society to the contrary, shall have power to elect its own chairman.
(7) 	The expense of, or incidental to, any meeting or inquiry held in pursuance of an application under this section shall be defrayed—
	(a)	by the applicants;
	(b)	by the society;
	(c)	by any officer or member, or former officer or member; or
	(d)	by some or all of them in proportions determined by the Registrar,
as the Registrar directs.
(8) 	The Registrar may, although no application has been made under this section, hold an inquiry into the working and financial condition of a society and may require, from any bank in which funds of the society are deposited or invested, a statement of the amount of the deposit or investment and any further particulars specified in the requirement.
(9) 	The Registrar may, in the case of any inquiry under this section, appoint an inspector to examine and report upon the minutes, books, documents, stock, securities and affairs of any society.
(10) 	Any inspector appointed under this section may require the production of all or any of the books and documents of the society, and may examine on oath any officer, member, agent or employee of the society and may administer an oath accordingly.
(11) 	Upon the completion of any inquiry under this section the Registrar may, if he or she thinks fit, call a special general meeting of the society.
(12) 	Subsections (5), (6) and (7) apply to a special general meeting called under subsection (11).
8. 	Certificate as to cost of inquiry etc.
	Where any special meeting, inquiry or inspection is conducted in pursuance of section seven of this Act the Registrar shall certify the amount of the expenses thereof and incidental thereto, and that amount shall constitute a debt due to the Crown and recoverable in any court of competent jurisdiction.
8A. 	Registrar may require bank to give information
(1) 	The Registrar may cause to be served on the manager, or other person in charge, of a bank a demand in writing signed by the Registrar requiring the manager or that other person to permit the Registrar or an inspector specified in the demand to inspect and make copies of the documents or records of the bank relating to a bank account kept by or on behalf of the society specified in the demand.
(2) 	The manager, or other person in charge, of a bank shall comply with a requirement made in accordance with subsection (1).
Penalty:  50 penalty units or imprisonment for 6 months, or both.
9. 	Inspection of documents
	Any person may, on payment of the determined fee—
	(a)	inspect at the office of the Registrar the registration and Rules of a society;
	(b)	obtain from the Registrar a certificate of the registration of a society and a certified copy of its Rules; and
	(c)	with the permission of the Registrar, inspect at the Registrar’s office and obtain from him or her a certified copy of any other registered document or part thereof.
10. 	Registrar may administer oath etc.
	The Registrar may, for the purposes of any inquiry or inspection under this Act, administer an oath and may require the attendance of any witness and the production of books and documents relating to the matters of the inquiry or inspection. 
11. 	Appeal from decisions of Registrar
(1) 	Where the Registrar—
	(a)	refuses to register a society; 
	(b)	refuses to register a society’s rules;
	(c)	refuses to register a change of a society’s name; or
	(d)	directs a change of a society’s name;
the Registrar shall give notice to the society of the grounds of that decision, if required by the society.
(2) 	Where subsection (1) applies in relation to a society, the society may apply to the Supreme Court for a review of the relevant decision.
(3) 	The Supreme Court may direct any fact to be determined in such manner as it thinks fit and may make such order, including an order as to costs, as it thinks proper in the circumstances.
Part III—Co-operative Trading Societies3
13. 	Objects
	A trading society may be formed for all or any of the following objects:
	(a)	to carry on in the Territory any business, trade or industry specified in or authorized by its Rules, whether wholesale or retail;
	(b)	to acquire and distribute information as to the markets of the world and as to co-operative trading in general;
	(c)	to establish agencies in the Territory and elsewhere for any objects of the society; and
	(d)	to do all such other things calculated to promote the economic interests of its members in relation to the objects mentioned as are prescribed.
14. 	Prescribed trading societies
	In their application to trading societies, sections 22A, 35, 36, 37, 46 and 47 apply only to such trading societies as are prescribed by regulation.
Part IIIC—Co-operative Housing and Services Societies
14J. 	Objects
	A housing and services society may be formed for all or any of the following objects:
	(a)	to acquire land on which to erect a building or buildings suitable for residential purposes, or on which such a building has been or is being erected, and to dispose of or lease that land or let part of such a building;
	(b)	to erect on a member’s land, or to erect on its own land for sale or letting, buildings suitable for residential purposes;
	(c)	to provide services in respect of land acquired by the society; and
	(d)	to provide and maintain on land acquired by the society buildings and grounds for any purpose incidental to the use of that land for residential purposes.
Part IV—Incorporation
15. 	Liability and membership
(1) 	A society shall be formed with limited liability.
(2) 	Unless otherwise provided by the Rules, every person shall be qualified to become a member of a society.
(3) 	Where a member is under the age of 18 years he or she may execute all necessary instruments and give all necessary acquittances, but shall not be competent to vote or hold any office in the society or to be one of the 7 or more persons by whom a society may be formed.
16. 	Formation and registration of society
(1) 	A society may be formed by any seven or more persons who are over the age of eighteen years and are qualified to be members of a society.
(2) 	No society shall be registered unless there has been a meeting, at which there have been present seven or more such persons, and the meeting has been conducted in accordance with the requirements of this section.
(3) 	There shall have been presented at the meeting—
	(a)	a statement in writing setting out the objects of the society and the reasons for believing that, when registered, it will be able to carry out its objects successfully; and
	(b)	a copy of the Rules which it is proposed to tender for registration.
(4) 	If at the same, or any subsequent or adjourned meeting, after consideration of the statement and Rules, seven or more persons, qualified to form a society, approved the Rules with or without amendment and sign an application form for membership, they shall proceed to elect the first directors of the society in accordance with the Rules as so approved.
(5) 	Within two months after the election of directors an application shall be made in the prescribed manner to the Registrar for registration of the society.
(6) 	The application for registration shall be accompanied by the determined fee together with—
	(a)	a statutory declaration from the chairman and the secretary of the meeting as to compliance with the requirements of this section;
	(b)	a copy of the statement submitted at that meeting;
	(c)	two copies of the proposed Rules signed by not less than seven applicants for membership, each of whose signatures shall be attested by a witness;
	(d)	a list containing the full name and the occupation and address of each director;
	(e)	a list containing the full name and the occupation and address of each applicant for membership and showing the number of shares subscribed for by each applicant; and
	(f)	such other particulars as are prescribed.
(6A) 	The statutory declaration accompanying the application for registration may be accepted by the Registrar as sufficient evidence of compliance with the requirements of this section as mentioned therein.
(7) 	Subject to this Part, the Registrar shall, if satisfied that the society has complied with the provisions of this Act and the regulations and that the proposed Rules of the society are not contrary to this Act or those regulations, register the society and its Rules and shall issue a certificate that the society is incorporated under this Act.
(7A) 	Where an application for the registration of a society is made in accordance with the provisions of this section and the proposed rules of the society are amended, in pursuance of a requisition by the Registrar, and two copies of the proposed rules, as so amended, are lodged with the Registrar within thirty days after the date of the requisition, those copies of the proposed rules shall be deemed, for the purposes of this section, to have accompanied the application. 
(7B) 	The Registrar shall not register a society if he or she is of the opinion that—
	(a)	the proposed society has no reasonable prospects of carrying out its objects successfully; or
	(b)	the proposed society is not designed or intended to serve equitably the interests of its members and prospective members.
(8) 	Notwithstanding any other provision of this section, an association or union may be registered as prescribed.
(9) 	The expenses of and incidental to the formation of a society, association or union may be paid either out of capital or income.
16AA. 	Prohibited names
(1) 	A society shall not be registered under a name that is—
	(a)	undesirable, in the Registrar’s opinion; or
	(b)	not available to the society under section 367 of the Corporations Law;
except with the consent of the Ministerial Council.
(2) 	In this section—
“Ministerial Council” has the same meaning as in the Corporations Law.
16A. 	Powers of registered societies
(1) 	A society has power to do all things necessary for the purpose of carrying out its objects and, for that purpose, a society may, if so authorized by its rules—
	(a)	raise money (whether on loan or by negotiating prescribed bills of exchange) or obtain other financial accommodation;
	(b)	receive money on deposit; and
	(c)	acquire shares in another society.
17. 	Change of name
(1) 	A society may, by special resolution and with the approval of the Registrar, change its name to a name by which the society could be registered without contravention of section sixteen AA of this Act.
(2) 	If the name of a society is (whether through inadvertence or otherwise and whether originally or by change of name) a name by which the society could not be registered without contravention of section sixteen AA of this Act, the Registrar may, by notice in writing, direct the society to change its name to a name by which the society could be registered without contravention of that section.
(3) 	Where a society has been registered under this Act by the same name since before the commencement of this section, the Registrar shall not direct the society to change that name unless directed to do so by the Minister.
(3A) 	A society to which a notice under subsection (2) of this section is given which does not change its name as directed by the notice within the time specified in the notice is, unless the Minister by order in writing annuls the direction, guilty of an offence, which offence shall be deemed to continue until the name of the society is so changed, and the offence is punishable by a fine not exceeding 25 penalty units.
(3B) 	A society which has been directed under this section to change its name may change its name, for the purpose of complying with the direction, without obtaining the approval of the Registrar.
(4) 	Where a society changes its name it shall forward to the Registrar notice of the change of name together with the determined fee and its certificate of incorporation.
(5) 	The Registrar shall, upon notice of a society’s change of name, register the change, and either note the change on the certificate of incorporation or issue to the society a new certificate of incorporation in the prescribed form.
(6) 	A change in the name of a society shall be advertised in the prescribed manner.
(7) 	No right or obligation of a society, or of any member or any other person, shall be affected by a change in the name of the society, and no legal proceedings by or against the society shall be rendered defective thereby.
(8) 	Any legal proceedings that might have been continued or commenced against a society by its former name may be continued or commenced against it by its changed name.
18.3 	Amalgamation
(1) 	Any two or more registered trading societies may, by special resolution of both or all the societies, as the case may be, apply in the prescribed manner for registration as an amalgamated society, with or without any winding up or any division of the funds of the societies or any of them.
(2) 	An application under this section shall be accompanied by—
	(a)	two copies of the proposed Rules of the amalgamated society;
	(aa)	the determined fee; and
	(b)	such other particulars as are prescribed.
(3) 	The Registrar shall, if satisfied that the applicant societies have complied with the provisions of this Act and the regulations and that the proposed Rules of the amalgamated society are not contrary to this Act or those regulations, register the society and its Rules, issue a certificate that the society is incorporated as an amalgamated society and notify, in the prescribed form, the incorporation in the Gazette.
19. 	Property to vest on amalgamation
(1) 	Upon notification in the Gazette of the incorporation of an amalgamated society, the property of the societies which have amalgamated shall, as from the date of that notification by virtue of this Act, without any transfer, conveyance or assignment, except as otherwise provided in this section, vest in the amalgamated society.
(2) 	For the purposes of this section the property of the societies shall include all estates and interests in property, whether real or personal, vested or contingent, including all rights and choses in action, whether by law assignable or not, which at the date of the notification in the Gazette of the incorporation belonged to, or were vested in, any trustee or person for the use or benefit of any of the societies, or to which any trustee or person was contingently entitled for the use and benefit of any of the societies.
(3) 	In the case of any property of the societies a transfer of which is required by law relating to that property to be registered, that property shall not vest in the amalgamated society until the appropriate transfer is executed and registered so that the property is duly transferred.
(4) 	In the case of any property that is only transferable in books kept by a corporation, company, or other body, or in a manner directed by or under a law relating to that property, the property shall not vest in the amalgamated society until it is duly transferred.
(5) 	Where any property does not vest under this section until transfer or registration, the amalgamated society shall have the right to require a transfer of the property to itself or to such person as the Board directs and to sue for or recover the property.
(6) 	Any property which is vested in or transferred to an amalgamated society under this section shall be subject to any debt, liability or obligation specially charged on or affecting the same.
(7) 	All debts and liabilities, whether certain or contingent, and whether then existing or capable of arising at a future time, to or with which any of the societies which have been incorporated as an amalgamated society, or any trustee or person for and on account of any of those societies, is, at the date of notification in the Gazette of that incorporation, liable or charged, shall become and be debts of the amalgamated society.
(8) 	The amalgamation of any societies shall not prejudice the rights of any creditor of a society which is a party to the amalgamation.
20. 	Certificate of incorporation
(1) 	A certificate of incorporation under this Act shall be in accordance with the prescribed form, in accordance with the nature and objects of the society, and shall contain a statement that the incorporation does not imply any approval by the Registrar of the policy of its Rules or any guarantee of its good management or its financial stability.
(2) 	The certificate shall be conclusive evidence that all the requirements of this Act in respect of registration have been complied with:
Provided that this subsection shall not affect any provisions of this Act for the winding-up or dissolution of the society or the cancellation of its registration.
(3) 	Where a certificate of incorporation under this Act is lost, stolen, destroyed or defaced, the person to whom it was issued may apply to the Registrar for the issue of a replacement certificate in the same terms.
(4) 	An application referred to in subsection (3) shall be accompanied by—
	(a)	the determined fee; and
	(b)	a statement signed by the applicant setting out the reasons for the application.
(5) 	Where the Registrar receives an application in accordance with this section, he or she shall issue the replacement certificate to the applicant.
21. 	Members
(1) 	The members of a society formed under this Act shall be the persons who sign the application for membership on the formation of the society and any other persons admitted to membership in accordance with the Rules. 
(2) 	The members of an amalgamated society shall be the persons who at the date of amalgamation were members of any of the societies parties to the amalgamation, together with any persons admitted to membership in accordance with the Rules of the amalgamated society.
(3) 	No rights of membership shall be exercised by any member of a society who has not made such payment to the society or acquired such share or interest as is provided for by the Rules of that society.
(4) 	A person shall cease to be a member of a society in any of the following circumstances:
	(a)	where the member’s share is transferred to another person in accordance with the Rules of the society and the transferee is registered as holder of the share;
	(b)	where the member’s share is forfeited in accordance with the Rules of the society;
	(c)	where, in pursuance of a power conferred by the Rules of the society, the member’s share is sold by the society and the purchaser is registered as holder of the share;
	(d)	where, in pursuance of this Act, the society purchases the member’s share;
	(e)	where the member is expelled in accordance with the Rules of the society;
	(f)	where the member becomes bankrupt and the trustee disclaims under section 133 of the Bankruptcy Act 1966 of the Commonwealth;
	(g)	on death, provided that the member’s estate shall remain liable until the member’s nominee, executor or administrator or some other person is registered as holder in the member’s place, or until the society pays the value of the member’s share in accordance with the provisions of this Act;
	(h)	where the contract of membership is rescinded on the ground of misrepresentation or mistake;
	(i)	where the value of the member’s share is repaid to him or her in accordance with the Rules of the society.
22. 	Shares
(1A) 	In this section—
“fixed share”, in relation to a society, means a share in the share capital of a society that, under the society’s rules (subject to this Act)—
	(a)	is not withdrawable by the member owning the share; or
	(b)	is not withdrawable by that member except at the direction of the society or with the society’s approval;
but does not include a share prescribed by the regulations;
“withdrawable share”, in relation to a society, means a share in the share capital of the society that—
	(a)	under the rules of the society (subject to this Act), is withdrawable by the member owning the share; or
	(b)	is prescribed by the regulations.
(1) 	The capital of a society shall vary in amount according to the nominal value of shares from time to time subscribed.
(2) 	The capital shall be divided into shares of a fixed amount which shall be specified in the Rules.
(3) 	Subject to this section, the shares shall be of one class, all ranking equally.
(3B) 	A society may, if authorized by the Rules, issue different classes of shares described in the Rules.
(3C) 	The Rules of a society may provide for—
	(a)	the payment of different rates of dividend or interest; and
	(b)	 different conditions relating to issue,
as determined from time to time by the Board of the society in respect of the different classes of shares that the society may issue.
(3D) 	Where different classes of shares have been issued by a society, in the event of the winding-up of the society—
	(a)	all fixed shares shall rank equally;
	(b)	all withdrawable shares shall rank equally; and
	(c)	withdrawable shares shall rank in priority to fixed shares.
(5) 	Any balance unpaid in respect of shares at the time of allotment shall be paid by periodic subscriptions or in such manner as is specified in the Rules of the society.
(6) 	No member shall hold more than one-fifth of the shares of a society or more than such less proportion of the shares as is prescribed in the Rules of the society.
(7) 	A member shall subscribe for such minimum number of shares as is specified in the Rules of the society and the number may be determined by the use made by the member of the society or in any manner specified in those Rules.
(8) 	Any dividend, rebate or bonus to a member shall be applied to paying off any subscription or calls on shares which at the same time the dividend, rebate or bonus becomes payable are due by the member and unpaid.
(9) 	A share may be held by two or more persons jointly.
(10) 	A share in a society shall not be sold without the consent of the Board.
22A. 	Reserves
(1) 	A society shall, at the end of each financial year of the society, subject to subsection (3), transfer to a reserve fund, out of the surplus arising in that financial year from the business of the society, the amount required to be transferred under this section.
Penalty:  10 penalty units.
(2) 	The amount required to be transferred to a reserve fund by a society in respect of a financial year of the society is—
	(a)	an amount that  is not less than—
	(i)	where the society does not have a reserve fund—the required amount for that financial year; or
	(ii)	where the society has a reserve fund but the fund is less than the required reserve amount for that financial year—
	(A)	the required amount for that financial year; or
	(B)	the amount necessary to increase the reserve fund to the required reserve amount for that financial year,
whichever is the lesser; or
	(b)	subject to subsection (5), an amount that is not less than the amount that would result in the proportion that the reserve fund for that financial year bears to the withdrawable funds of the society at the end of that financial year being not less than the proportion that the reserve fund in respect of the immediately preceding financial year had to the withdrawable funds of the society at the end of the immediately preceding financial year,
whichever is the greater.
(3) 	Notwithstanding subsection (1), if a society is unable to comply with that subsection—
	(a)	the society shall forthwith notify the Registrar of the reasons for its inability so to comply; and
	(b)	the Registrar shall, as soon as possible after being so notified, by notice in writing given to the society, direct that the transfer required by subsection (1) be made by the society—
	(i)	from such funds of the society as are specified in the notice; and
	(ii)	within such period as is specified in the notice, being a period of not less than 7 days from the date on which the notice is given to the society.
(4) 	A society shall comply with a direction of the Registrar given under subsection (3).
Penalty:  50 penalty units.
(5) 	Nothing in this section requires a society to transfer to a reserve fund at the end of a financial year of the society an amount that would result in the reserve fund exceeding the required reserve amount for that financial year.
(6) 	Moneys transferred to a reserve fund of a society in pursuance of this section shall not be distributed amongst the members of the society except in the event of the winding-up of the society.
(7) 	Moneys transferred to a reserve fund of a society in pursuance of this section may at any time be applied for any purpose for which the capital of the society may be applied.
(8) 	It is a defence to a prosecution for an offence under subsection (1) if the society proves—
	(a)	that it has notified the Registrar in accordance with paragraph (3) (a); and
	(b)	that it has not received a notice under paragraph (3) (b) or, if it has received a notice under that paragraph, that the period specified in the notice has not expired.
(9) 	In this section—
“required amount”, in relation to a financial year of a society, means an amount equal to—
	(a)	three-tenths of one per cent of the withdrawable funds of the society at the commencement of that financial year; or
	(b)	three-tenths of one per cent of the withdrawable funds of the society at the end of that financial year,
whichever is the lesser;
“required reserve amount”, in relation to a financial year of a society, means an amount equal to 2 per cent of the withdrawable funds of the society at the end of that financial year.
23. 	Surplus from operations
(1) 	Subject to section 22A, any part of the surplus arising in a financial year of a society from the business of the society may, if authorized by the Rules of the society—
	(a)	be paid to a member by way of dividend in respect of the shares held by him or her;
	(b)	be paid to a member by way of bonus or rebate on the business done by him or her with the society;
	(c)	be credited to an employee who is not a member, but is qualified to be a member, by way of bonus in proportion to the employee’s salary or wages at a rate equal to the rate of bonus or rebate paid to a member on the business done by the member with the society; or
	(d)	be credited to a person who is not a member, but is qualified to be a member, by way of bonus or rebate in proportion to the business done by the person with the society.
(2) 	A bonus or rebate shall only be credited to an employee or person who is not a member if the amount credited does not exceed the nominal value of the minimum number of shares for which a member is required by the Rules to subscribe and is to be applied in or towards payment for such minimum number of shares to be issued to him or her on application in accordance with the Rules of the society.
(3) 	Nothing in this section precludes the payment of a bonus to an employee in accordance with the terms of his or her employment.
(4) 	Subject to section 22A, a society may, if authorized by its Rules, apply an amount not exceeding 10 per cent of the surplus arising in a financial year of the society from the business of the society to a charitable purpose or for promoting community co-operation and advancement.
(5) 	For the purposes of this section, the surplus arising in a financial year of a society from the business of the society does not include any funds which have been transferred in pursuance of section 22A to a reserve fund of the society.
24. 	Liability of members of society
	A member shall be liable to a society for the amount, if any, unpaid on his or her shares, together with any fees or charges payable by the member to the society in accordance with its Rules.
25. 	Purchase or repayment of shares
(1) 	Subject to subsection (2), a society may, if so authorized by the Rules—
	(a)	purchase a share of a member of the society; or
	(b)	with the consent of a member of the society, repay the value of his or her shares ascertained in accordance with the Rules.
(2) 	A society shall not, without the consent of the Registrar, make any purchase or repayment referred to in subsection (1) if the society has received from any person who is not a member of the society any money on loan or deposit that is not secured by mortgage and has not been repaid.
(3) 	The Registrar shall not consent to a proposed purchase or repayment if the Registrar is satisfied that the purchase or repayment would be prejudicial to the interests of—
	(a)	members of the society other than the member referred to in paragraph (1) (a) or (b), as the case requires;
	(b)	prospective members of the society; or
	(c)	creditors of the society.
26. 	Cancellation and re-issue of shares
	A society may cancel or sell and re-issue any share purchased by or forfeited to the society in accordance with the provisions of this Act.
28. 	Charge and set-off against member
	A society shall have a charge upon the share or interest in the capital and on the credit balance of a member or past member and upon any dividend, bonus or rebate payable to a member or past member in respect of any debt due from the member or past member to the society, and may set off any sum creditable or payable to a member or past member in or towards payment of the debt.
29. 	Death of member
(1) 	On the death of a member, the Board shall (subject to this section) transfer the member’s share or interest to—
	(a)	the member’s nominee;
	(b)	if there is no nominee—the member’s executor or administrator; or
	(c)	a person specified by—
	(i)	the member’s nominee; or
	(ii)	if there is no nominee—the member’s executor or administrator;
by written notice to the society within 3 months of the member’s death.
(1A) 	The Board shall only transfer a deceased member’s interest to a person who—
	(a)	is qualified to be a member of the society; and
	(b)	does not already hold such number of shares that the transfer would increase his or her holding in the society beyond the proportion permitted by this Act.
(2) 	If no eligible person is willing to accept the transfer of a deceased member’s share or interest, the Board may (notwithstanding section 25) purchase the shares and pay their purchase price to—
	(a)	the member’s nominee; or
	(b)	if there is no nominee—the member’s executor or administrator.
(2A) 	The Board may defer payment under subsection (2) until all moneys due from the deceased member or his or her estate have been paid to the society.
(3) 	The share or interest of the deceased member shall, for the purposes of this section, include any credit balance due to the member and the value of the share or interest shall be ascertained in accordance with the Rules of the society.
(4) 	The nominee of a member shall not be an officer or employee of the society unless the officer or employee is the husband, wife, father, mother, child, brother, sister, nephew or niece of the member.
(5) 	A nomination is only valid if—
	(a)	it is made in the manner prescribed by the regulations;
	(b)	at the date of nomination, the member is 16 years of age or over; and
	(c)	at the date of the member’s death, the value of his or her share or interest is $400 or less.
(6) 	A nomination may be varied or revoked in the prescribed manner but shall not be revocable or variable by will or codicil.
(7) 	A nomination shall be revoked by the marriage of the nominator, unless expressed to be made in contemplation of marriage and in favour of the intended spouse.
(7A) 	Notwithstanding subsection (7), if the Board makes any transfer or payment to a nominee in ignorance of a marriage contracted by the nominator after the date of the nomination—
	(a)	the receipt of the nominee is a valid discharge to the society; and
	(b)	the society is under no liability to any other person claiming the share or interest.
(8) 	Any transfer or payment made by the Board in accordance with this section is valid and effectual against any demand made upon the society by any other person.
30. 	Death of intestate
(1) 	Where any member or person, entitled, in respect of any share in, loan to, or deposit with, a society, to a sum of money not exceeding $200, dies intestate, the Board may, upon such evidence as it deems sufficient, pay the money to any person who appears to the Board to be entitled to obtain a grant of administration of the estate of the deceased and the person so paid shall hold the money on the same trusts as if he or she had obtained such a grant.
(2) 	This section applies in relation to any surplus, not exceeding $200, arising on the sale by the society as mortgagee of any property mortgaged by the deceased to the society.
(3) 	Nothing in this section shall affect the rights of a nominee under any nomination made by a member and then subsisting.
(4) 	Any payment made by the Board in accordance with this section is valid and effectual against any demand made upon the society by any other person.
31. 	Society a body corporate
	A society shall be a body corporate by the name under which it is registered, with perpetual succession and a common seal, and shall have power to enter into contracts, to institute and defend actions, suits and legal proceedings and to do all things necessary for the purpose of its constitution.
32.3 	Use of the word “co-operative”
(1) 	In this section—
“exempt body” means—
	(a)	a society;
	(b)	a company in relation to which the Minister has given consent under subsection 38A (3);
	(c)	a building society or a credit union; or
	(f)	a company or society in relation to which an exemption under subsection (6) of this section is in force.
(2) 	A person, other than an exempt body, shall not—
	(a)	trade or carry on business under any name or title including the word “co-operative”, or any other word importing a similar meaning; or

	(b)	hold out in any manner that its trade or business is co-operative in nature.
Penalty:
	(a)	in the case of a natural person—50 penalty units;
	(b)	in the case of a body corporate—250 penalty units.
(3) 	Where a body corporate contravenes subsection (2), each person involved in the management of that body who knowingly or wilfully authorises or permits the contravention is guilty of an offence against that subsection.
(4) 	A company or society formed or incorporated elsewhere than in the Territory may apply to the Registrar to become an exempt body.
(5) 	An application shall be in writing, accompanied by the determined fee.
(6) 	On application in accordance with subsection (5), the Registrar shall issue a certificate of exemption to the applicant if he or she is satisfied on reasonable grounds that the applicant trades or carries on business for the purpose of promoting the economic interests of its members in accordance with co-operative principles.
(7) 	The Registrar may issue a certificate of exemption for such period, and subject to such conditions, as he or she thinks fit.
(8) 	A person shall not, without reasonable excuse, contravene a condition of a certificate of exemption.
Penalty for contravention of subsection (8):
	(a)	in the case of a natural person—50 penalty units;
	(b)	in the case of a body corporate—250 penalty units.
33. 	Fees
(1) 	There shall be paid to the Registrar such fees as are determined under section 80C.
(2) 	Where a fee is payable to the Registrar for or in respect of the lodging of a document with the Registrar, the document shall be deemed not to have been lodged until the fee has been paid to the Registrar.
34. 	Property
	A society may acquire by lease, purchase, donation, devise, bequest or otherwise real and personal property for the purposes of the society.
35. 	Granting of securities
(1) 	Where a society is authorized by its Rules to raise money (whether on loan or by negotiating prescribed bills of exchange) or to obtain other financial accommodation the society, unless it is also expressly authorized to receive money on deposit, shall not be deemed to be authorized to receive money on deposit, but—
	(a)	where the society is authorized to raise money on loan—may so raise money by mortgage of any of its real or personal property or of its uncalled capital or by the issue of bonds or otherwise;
	(b)	where the society is authorized to raise money by negotiating prescribed bills of exchange—may give any security to, or enter into any arrangement with, the person upon whom it proposes to draw, or has drawn, a bill of exchange for the purpose of raising money by the negotiation of the bill that the society could give or enter into under paragraph (a) in connection with the raising of money by it on loan; and
	(c)	where the society is authorised to obtain financial accommodation (otherwise than in a manner referred to in paragraph (a) or (b))—may so obtain that accommodation in such manner as the Board thinks fit.
(1A) 	Without limiting the generality of the manner in which, in pursuance of paragraph (1) (c), financial accommodation may be obtained by a society, the Board may determine that that accommodation may be obtained—
	(a)	by legal or equitable mortgage charged on the undertaking of the society or on all or any of the property of the society, including its uncalled or unpaid capital subscriptions, loan payments and other money;
	(b)	by dealing with promissory notes and mortgage-backed securities; and
	(c)	by arrangements involving—
	(i)	the issue of letters of credit; and
	(ii)	the indemnification of any person or body in respect of a payment made pursuant to such a letter of credit, whether or not the indemnification is secured by a legal or equitable mortgage or otherwise.
(2) 	Bonds issued by a society shall be in the prescribed form and shall be issued and transferred in the prescribed manner, and, in case of loss or destruction of a bond, a new bond may be issued in lieu thereof in the prescribed manner and subject to the prescribed conditions.
(3) 	For the purposes of subsection (2), a bond does not include any instrument which makes any property liable, whether specifically or otherwise, to any bank or any financial trading corporation or liable specifically to any other person as security—
	(a)	for money raised on loan;
	(b)	in connection with a prescribed bill of exchange; or
	(c)	for money received on deposit.
(4) 	The Corporations Law applies, mutatis mutandis and with such modifications as are prescribed by regulation, in relation to any mortgage or charge created, or bond issued, by a society.
36. 	Raising of money etc.
(1) 	Where a society is authorized by its Rules to raise money (whether on loan or by negotiating prescribed bills of exchange), to obtain other financial accommodation or to receive money on deposit, the society—
	(a)	shall not raise, obtain or receive money except in accordance with the limits provided in this section;
	(b)	shall apply any money so raised, obtained or received for the purposes of the society; and
	(c)	in the case of money raised on loan or received on deposit—may so raise or receive the money at interest.
(2) 	The aggregate of the amounts remaining unpaid by a society in respect of loans made to, or deposits received by, the society, the amounts payable under prescribed bills of exchange negotiated by the society and the amounts payable by the society in respect of other financial accommodation obtained by it shall not at any time exceed the sum ascertained by deducting one-half the amount of debts owing by the society from the aggregate of the following amounts:
	(a)	one-half of the capital of the society for the time being unpaid inclusive of the contingent liability (if any) attached to the shares;
	(b)	four-fifths of the amount for the time being secured to the society by mortgages from its members or other persons; and
	(c)	one-half of the amount shown in the last audited balance-sheet as the value of any other assets of the society exclusive of goodwill.
(3) 	Notwithstanding subsection (2), the aggregate of—
	(a)	the amounts remaining unpaid by a society in respect of loans made to, or deposits received by, the society;
	(b)	the amounts payable under prescribed bills of exchange negotiated by the society; and
	(c)	the amounts payable by the society in respect of other financial accommodation obtained by it,
may be such sum as the society deems proper if the society has not issued bonds to or received deposits from any person other than a member holding fully paid shares in the society to the value of Ten dollars or more.
(4) 	In calculating the amount for the time being secured to a society by mortgages from its members, the following amounts shall be disregarded:
	(a)	the amounts secured on any property in respect of which the payments were upwards of twelve months in arrear at the date of the last annual account and statement of the society;  and
	(b)	the amount secured on any property of which the society has been twelve months in possession at the date of that account and statement.
(5) 	A society shall not raise money on loan so that it has on loan at any one time an aggregate amount exceeding $2,000 unless a higher aggregate amount has been approved by special resolution of the society.
(5A) 	A society shall not raise money by negotiating prescribed bills of exchange so that, at any one time, the aggregate of the amounts payable under those bills exceeds $2,000 unless a higher aggregate amount has been approved by special resolution of the society.
(5B) 	A society shall not obtain financial accommodation (excluding money referred to in subsection (5) or (5A)) so that, at any one time, the aggregate of the amounts payable by the society in respect of that accommodation exceeds $2,000 unless a higher aggregate amount has been approved by special resolution of the society.
(6) 	A society shall not accept money on deposit except upon terms that not less than one month’s notice may be required by the Board before repayment.
(7) 	Every deposit book and every acknowledgment or security of any kind given by a society for a loan or deposit or in connection with a prescribed bill of exchange shall have printed or written therein or thereon a statement that the society is only entitled to raise money or receive deposits within the limits provided in this section, and every deposit book or other form of acknowledgment of a deposit shall have printed or written therein or thereon a statement that the society is not entitled to accept money on deposit except upon terms that not less than one month’s notice may be required by the Board before repayment.
(8) 	A person who lends or pays money to, or deposits money with, a society is not bound—
	(a)	to see to its application; or
	(b)	to see that the society has not exceeded the limits provided in respect of the society for the borrowing or raising of money by it or for the obtaining of other financial accommodation by it.
37. 	Investments
(1) 	A society may invest its funds—
	(a)	in any securities authorized by law for the investment of trust funds; 
	(b)	by deposit with a bank, including a savings bank, carrying on business in Australia;
	(c)	by deposit with—
	(i)	a building society or a credit union;
	(ii)	a housing and services society; or
	(iii)	a prescribed trading society;
which is authorised by its rules to receive deposits from corporations;
	(d)	in authorized bills of exchange; and
	(e)	in a prescribed security.
(3) 	A society may (if authorised by its rules) make a defined advance out of its reserve fund to a member upon the security of the member’s shares in the society.
(3A) 	In subsection (3)—
“defined advance” means an advance not exceeding 50% of the amount paid upon the relevant shares.
(4) 	Any property to which a society becomes absolutely entitled by foreclosure, surrender or other extinguishment of the right of redemption shall, as soon afterwards as is conveniently practicable, be sold or converted into money.
38.3	Voluntary transfer of engagements—trading societies
(1) 	A registered trading society may, by special resolution, transfer its engagements to another registered trading society which undertakes to fulfil the engagements of the first-mentioned society.
(2) 	A transfer of engagements in pursuance of this section shall not prejudice any right of a creditor of any society which is a party to the transfer.
38AA. 	Transfer of engagements by direction
(1) 	The Registrar may, with the approval of the Minister:
	(a)	direct a society to transfer its engagements to a financial institution approved by the Registrar that has undertaken to fulfil those engagements; and
	(b)	require the society, within a specified period, to enter into an agreement approved by the Registrar to give effect to the direction.
(2) 	The Registrar shall not give a direction under subsection (1) unless the Registrar has reasonable grounds for believing, and certifies, that:
	(a)	the number of members of the society is reduced to less than 7;
	(b)	the society:
	(i)	has not commenced business within 6 months of registration; or
	(ii)	has not carried on any business for a period of more than 6 months;
	(c)	the society has, after notice by the Registrar of any contravention of this Act or its Rules:
	(i)	failed, within the time specified in the notice, to remedy the contravention; or
	(ii)	committed any further contravention of a kind specified in the notice;
	(d)	there are, and have been for a period of 1 month immediately before the date of the certificate, insufficient directors of the society to constitute a quorum as provided by the Rules of the society;
	(e)	as a result of an inquiry under section 7 into the affairs of the society, it is in the interests of its members, depositors or creditors that the society should transfer its engagements;
	(f)	the transfer has been recommended by an administrator of the society; or
	(g)	in the interests of members, depositors or creditors of the society, it is expedient for the society to transfer its engagements.
(3) 	Where a society fails to comply with a direction referred to in paragraph (1) (a), the Registrar may notify the society that he or she has elected to treat the certificate given under subsection (2) in relation to the society as:
	(a)	a certificate given under subsection 58B (2); or
	(b)	a certificate given under subsection 59 (3).
(4) 	Where the Registrar gives notice of election to a society under subsection (3), this Act applies in relation to the society, from and including the day when the notice was given, as if the certificate specified in the notice had been duly given by the Registrar.
(5) 	The Registrar may, with the approval of the Minister, revoke a direction referred to in paragraph (1) (a) in respect of a society at any time before the society has entered into an agreement pursuant to paragraph (1) (b).
(6) 	Notwithstanding subsection 38 (1) or the Rules of a society, a society may, by resolution of the Board, accept a transfer of engagements under this section.
(7) 	Section 19 applies mutatis mutandis to a transfer of engagements under this section by a society to a financial institution and for that purpose:
	(a)	a reference to amalgamation shall be read as a reference to transfer of engagements;
	(b)	a reference to property shall be read as a reference to the engagements transferred;
	(c)	a reference to the amalgamated society shall be read as a reference to the institution to which the engagements are transferred;
	(d)	a reference to societies that have amalgamated shall be read as a reference to the bodies that are parties to the transfer of engagements; and
	(e)	a reference to the notification in the Gazette of an incorporation and to the date of the notification shall be read as a reference to the notification of the transfer of engagements in the Gazette under subsection (9) and to the date specified in the last-mentioned notification as the day on which the transfer takes effect, respectively.
(8) 	Where the engagements of a society are transferred to another society (in this subsection called “the transferee society”), notwithstanding anything contained in this Act or the Rules of the transferee society, the transferee society may, in conducting such of its affairs as relate to the transfer of engagements:
	(a)	raise money or obtain other financial accommodation; or 
	(b)	receive money on deposit;
in such amounts as the transferee society, with the approval of the Registrar, determines.
(9) 	A transfer of engagements under this section takes effect on such day as is specified by the Registrar by notification in the Gazette.
(10) 	On the transfer of the engagements of a society under this section, the Registrar may cancel its registration.
(11) 	Before cancelling the registration of a society, the Registrar shall give notice in writing of the Registrar’s intention to do so to the institution to which the engagements are transferred.
(12) 	An officer of a society to which a direction has been given or requirement made under subsection (1) shall not:
	(a)	fail to take all reasonable steps to secure compliance by the society with that direction or requirement; or
	(b)	by a wilful act or omission, cause a failure by the society to comply with that direction or requirement.
Penalty:  50 penalty units or imprisonment for 6 months, or both.
(13) 	Where the engagements of a society are transferred to another society under this section, the members of that other society shall be:
	(a)	the persons who immediately before the transfer took effect were members of the societies; and
	(b)	any other persons who are admitted after the transfer to membership of that society in accordance with its rules.
(14) 	In this section:
“engagements”, in relation to a society, includes the property of the society;
“financial institution” means:
	(a)	a building society;
	(b)	a credit union; or
	(c)	a bank within the meaning of the Banking Act 1959 of the Commonwealth.
38A. 	Registration of society as a company
(1) 	A society may, by special resolution, determine that the society shall apply to be registered as a company under the Corporations Law.
(1A) 	Where, under subsection 38AA (1), the Registrar directs a society to transfer its engagements to an institution other than a society, the Registrar may apply to have the society registered as a company under the Corporations Law.
(2) 	Before an application is made pursuant to this section, the society, by special resolution, or the Registrar, as the case requires:
	(a)	shall determine the name under which registration of the society as a company is sought (which name may be different from the name of the society);
	(b)	shall adopt a memorandum of association for the company; and
	(c)	shall adopt articles of association where such articles are required by the Corporations Law and may adopt articles of association in any other case.
(3) 	A society shall not, except with the consent of the Minister, be registered as a company under a name which includes the word “co-operative” or any other word importing a similar meaning.
(4) 	A memorandum or association adopted in pursuance of this section—
	(a)	shall be in accordance with the Corporations Law;
	(b)	shall state as the objects of the company the objects of the society; and
	(c)	when lodged for registration shall have as signatories at least 7 persons who are members of the society.
(5) 	The Corporations Law applies with respect to—
	(a)	the necessity for articles of association;
	(b)	the applicability of the regulations contained in Schedule 1 to the Corporations Law; and
	(c)	any articles of association adopted for the company.
(6) 	In the case of a society the liability of whose members is limited by shares, the memorandum of association and the articles of association (if any) adopted in pursuance of this section shall not impose upon the members of the company who were members of the society at the date of its registration as a company any greater or different liability to contribute to the assets of the company than the liability to which they were subject as members of the society.
(7) 	The memorandum of association or articles of association as so adopted shall not deprive any member of the company of any preferential rights with respect to dividend or capital to which he or she was entitled as a member of the society at the date of its registration as a company.
(8) 	A society may apply to be registered as a company under the Corporations Law as follows:
	(a)	the society shall register with the Registrar a copy of the special resolutions passed by the society pursuant to subsections (1) and (2); and
	(b)	the society shall lodge with the Commission—
	(i)	an application by the society under its common seal to be registered under the Corporations Law;
	(ii)	a copy of the special resolutions verified under the hand of the Registrar;
	(iii)	the memorandum of association adopted for the company and the articles of association (if any); and
	(iv)	a list, verified by a statutory declaration of a director of the society, showing the names, addresses and occupations of all persons who, on a day specified in the list (being not more than 6 clear days before the day of lodgment), were members of the society and, with respect to each person, the number and nominal amount of, and amount credited as paid up on, any shares held by that person in the society.
(8A) 	An application by the Registrar for a society to be registered as a company:
	(a)	shall be lodged with the Commission;
	(b)	shall be accompanied by the memorandum of association adopted for the company and the articles of association (if any); and
	(c)	shall be accompanied by a list, verified by a statutory declaration of the Registrar, showing the names, addresses and occupations of all persons who, on a day specified in the list (being not more than 6 clear days before the day of lodgement), were members of the society and, with respect to each person, the number and nominal amount of, and amount credited as paid up on, any shares held by that person in the society.
(9) 	The Commission shall retain and register the memorandum of association and articles of association (if any), and shall certify under its common seal that the company is incorporated, and, in the case of a limited company, that the company is limited.
(10) 	The registration, certificate and memorandum of association and articles of association (if any) shall have the same operation and effect, and the provisions of the Corporations Law shall apply to the company and the members, contributories and creditors of the company, as if the company had been registered in the manner prescribed by the Corporations Law.
(11) 	When a society is registered as a company it shall cease to be registered as a society under this Act.
(12) 	The Commission shall give notice of every registration of a company effected in pursuance of this section to the Registrar of Co-operative Societies, who shall remove the name of the society from the register of societies under this Act.
(13) 	Upon the registration of the society as a company all persons who were members of the society at the date of the registration shall be deemed to become members of the company, and their names shall be entered upon the register of members of the company.
(14) 	Every member of the society at the date of the registration who held shares in the society shall be deemed to be the holder of shares in the capital of the company equal in number and nominal value to the shares of which the member was then registered as the holder in the register of members of the society, and entry shall be made in the register of members of the company accordingly.
(15) 	Upon entry in a company register under subsection (14), each member of the company is liable for the amount, if any, unpaid on his or her shares and the register of the company shall be prima facie evidence of the amount of his or her liability.
(16) 	Where no persons are named as directors of the company in the articles of association of the company when a society is registered as a company under this section, the persons who were directors of the society at the date of the registration shall be the first directors of the company.
(17) 	A certificate of incorporation of a society as a company given by the Commission is conclusive evidence of compliance with all the relevant requirements under this section and the Corporations Law for registration under the Corporations Law.
(18) 	When a society is registered as a company pursuant to this section the corporation constituted by the company as so registered shall, for all purposes, be deemed to be the same entity as the corporation constituted by the society.
(19) 	Without restricting the generality of subsection (18), upon the registration of a society as a company under this section—
	(a)	all property and proprietary and other rights whatsoever of the society shall become vested in and exercisable and enforceable by the company; and 
	(b)	all liabilities and obligations of the society, whether certain or contingent and whether then existing or capable of arising at a future time, and whether contractual or other, and all rights against the society and all penalties incurred by the society, shall be enforceable and recoverable against the company.
39. 	Contracts
(1) 	Contracts on behalf of a society may be made, varied and discharged as provided in this section.
(2) 	Any contract which, if made between private persons, would by law be required to be in writing and under seal, may be made on behalf of the society in writing under the common seal of the society and the contract may, in the same manner, be varied or discharged.
(3) 	Any contract which, if made between private persons, would by law be required to be in writing and signed by the party to be charged therewith, may be made on behalf of the society in writing signed by any person acting under the express or implied authority of the society, and the contract may, in the same manner, be varied or discharged.
(4) 	Any contract which, if made between private persons, would by law be valid, although made by parol only and not reduced into writing, may be made by parol on behalf of the society by any person acting under the express or implied authority of the society and the contract may, in the same manner, be varied or discharged.
(5) 	Any contract made according to the provisions of this section shall be effectual in law and shall be binding on the society and all other parties thereto.
40. 	Name and address of society
(1) 	The name of a society shall include the word “co-operative” as part of its name and the word “limited” shall be the last word of its name.
(1A) 	The requirements of the last preceding subsection with respect to the word “limited” may be satisfied by the use of the contraction “Ltd.” in its stead.
(2) 	The name of a society shall be inscribed in legible characters on its seal and shall be stated in legible characters in all notices, advertisements, and other official publications of the society, and in all bills of exchange, cheques, promissory notes, endorsements, orders for money or goods, way-bills, invoices, receipts and other documents required in the business of the society.
(3) 	The name of the society, with a statement that the society is registered under this Act, shall be painted or affixed and kept painted or affixed, on the outside of its office, in a conspicuous place, in letters that are clearly legible.
(4) 	The office of the society shall be registered as prescribed and notice of any change of address shall be transmitted, together with the determined fee, to the Registrar within fourteen days after the change.
(5) 	Where a notice is transmitted after the expiration of the period of 14 days referred to in subsection (4), the notice shall be accompanied by the determined fee.
40A. 	Service of documents on society
	A document, including a summons, notice, order or other legal process, may be served on a society—
	(a)	by leaving it at the registered office of the society with some person apparently in the service of the society; or
	(b)	by sending it by post enclosed in a prepaid registered letter addressed to the society at its registered office.
41. 	Effect of rules
	A society’s rules bind the society, each member and any person claiming through a member as if—
	(a)	each member had signed and sealed the rules; and
	(b)	there were a covenant in the rules on the part of each member and his or her legal representatives to comply with the rules, subject to this Act.
42. 	Registers and records
(1) 	A society shall keep such registers as are prescribed.
(2) 	The registers shall include the following:
	(a)	a register of directors, members and shares;
	(b)	a register of loans raised by the society and securities given by it in connection with those loans;
	(ba)	a register of bills of exchange negotiated by the society for the purpose of raising money and securities given by it in connection with those bills;
	(bb)	a register of bonds issued by the society;
	(bc)	a register of deposits received by the society;
	(c)	a register of any loans made or guaranteed by the society and of any securities taken by the society;
	(d)	a register of any nominees to whom any share or interest is to be transferred or the value thereof paid on the death of a member.
(3) 	The registers shall be kept in such manner and shall contain such particulars as are prescribed.
(4) 	No notice of any trust, express, implied or constructive, shall be entered in any register or be received by the Registrar.
42A. 	Accounts
(1) 	A society shall keep accounts in accordance with this section.
(2) 	The accounts of a society shall be kept in accordance with such of the prescribed requirements as are relevant to those accounts.
(3) 	Subject to subsection (2), the accounts of a society shall be kept in accordance with such of the accounting standards as are relevant to those accounts, as in force from time to time, and as applied to the society.
(4) 	The accounting standards apply to the accounts of a society in the prescribed manner.
(5) 	Where the accounts of a society would not, if kept in accordance with a prescribed requirement or an accounting standard as applied to the society, give a true and fair view of the financial affairs of a society, the society—
	(a)	is not required to comply with that requirement or standard, to the extent that such compliance would fail to give such a true and fair view; and
	(b)	shall add such information and explanations to the accounts as will give such a true and fair view.
(6) 	In this section—
“accounting standards” means an accounting standard referred to in section 32 of the Corporations Act 1989 of the Commonwealth;
“accounts”, in relation to a society that is a holding society, includes the group accounts of the society.
42B. 	Statement to be attached to accounts
(1) 	The directors of a society shall cause to be attached to the society’s accounts for a financial year a statement complying with this section and section 42D.
(2) 	The statement shall state whether or not, in the directors’ opinion—
	(a)	the profit and loss account gives a true and fair view of the society’s profit or loss for the financial year; and
	(b)	the balance-sheet gives a true and fair view of the society’s state of affairs as at the end of the financial year.
(3) 	In forming their opinion for the purposes of subsection (2), the directors shall have regard to circumstances that have arisen, and information that has become available, since the end of the financial year and that would, if the accounts had been kept when the statement is made, have affected the determination of an amount or particular in them.
(4) 	If adjustments have not been made in the accounts to reflect circumstances or information of a kind referred to in subsection (3) that are or is relevant to understanding the accounts or an amount or particular in them, the statement shall include such information and explanations as will prevent the accounts, or that amount or particular, from being misleading because adjustments have not been so made.
(5) 	The statement shall state whether or not, in the directors’ opinion, there are, when the statement is made, reasonable grounds to believe that the society will be able to pay its debts as and when they fall due.
(6) 	The statement shall state whether or not the accounts have been kept in accordance with all applicable accounting standards.
(7) 	If the accounts have not been made out in accordance with a particular applicable accounting standard, the statement shall—
	(a)	state why the accounts, if kept in accordance with that accounting standard, would not have given a true and fair view of the matters with which they are required to deal; and
	(b)	give particulars of the quantified financial effect on the accounts of failing to keep them in accordance with that accounting standard.
(8) 	If the society has been dormant throughout the period beginning at the start of the financial year and ending on the day the statement is made, the statement shall state that the society has so been dormant.
42C. 	Statement to be attached to holding society accounts
(1) 	The directors of a society that is a holding society at the end of a particular financial year shall cause to be attached to the group accounts included in the society’s accounts for the financial year a statement that complies with this section and section 42D.
(2) 	The statement shall state whether or not, in the directors’ opinion, the group accounts give a true and fair view of—
	(a)	the group’s profit or loss for; and
	(b)	the group’s state of affairs as at the end of;
that financial year and the corresponding financial years of the subsidiaries in the same group, so far as the profit or loss and state of affairs concern members of the society.
(3) 	In forming their opinion for the purposes of subsection (2), the directors shall have regard to circumstances that have arisen, and information that has become available, since—
	(a)	in the case of circumstances or information concerning the society—the end of the financial year; or
	(b)	in the case of circumstances or information concerning a subsidiary in the same group—the end of the corresponding financial year of that society;
and that would, if the group accounts had been kept when the statement is made, have affected the determination of an amount or particular in them.
(4) 	If adjustments have not been made in the group accounts to reflect circumstances or information of a kind referred to in subsection (3) that are or is relevant to understanding the accounts or an amount or particular in them, the statement shall include such information and explanations as will prevent the accounts, or that amount or particular, from being misleading because adjustments have not been so made.
(5) 	The statement shall state whether or not the group accounts have been kept in accordance with all applicable accounting standards.
(6) 	If the group accounts have not been kept in accordance with a particular applicable accounting standard, the statement shall—
	(a)	state why the accounts, if kept in accordance with that accounting standard, would not have given a true and fair view of the matters with which they are required to deal; and
	(b)	give particulars of the quantified financial effect on the group accounts of failing to keep them in accordance with that accounting standard.
(7) 	If—
	(a)	the society has been dormant throughout the period beginning at the start of the financial year and ending on the day the statement is made; and
	(b)	a subsidiary of the society at any time during the financial year has been dormant throughout each period since the start of the financial year during which it was a subsidiary of the society;
the statement shall state that the society and each such subsidiary have so been dormant.
42D. 	Statements in relation to financial year of society
	A statement required by section 42B or 42C in relation to a financial year of a society shall—
	(a)	be made in accordance with a resolution of the directors;
	(b)	be made not later than 42 days before the day of the deadline after the financial year;
	(c)	specify the day on which it was made; and
	(d)	be signed by at least 2 directors.
42E. 	Directors’ report on society other than holding society
(1) 	The directors of a society that is not a holding society at the end of a particular financial year shall cause to be made a report complying with this section and sections 42G and 42H.
(2) 	If at the end of the financial year the society was a wholly-owned subsidiary of another society the report need not comply with paragraphs (4) (e), (f), (g) and (h).
(3) 	Subsection (1) does not apply in relation to a society in relation to a financial year if the society is dormant throughout the period beginning at the start of, and ending at the deadline after, the financial year.
(4) 	The report shall—
	(a)	state the names of the directors in office on the day the report is made;
	(b)	state the society’s principal activities in the course of the financial year and any significant change in the nature of those activities that occurred during the year;
	(c)	state the net amount of the society’s profit or loss for the financial year after provision for income tax;
	(d)	state the amount (if any) that the directors recommend should be paid by way of dividend;
	(e)	state the amounts (if any) that have been paid or declared by way of dividend since the start of the financial year, indicating which (if any) of those amounts have been shown in a previous report under this Act or a corresponding law;
	(f)	contain a review of the society’s operations during the financial year and of the results of those operations;
	(g)	give particulars of any significant change in the society’s state of affairs that occurred during the financial year;
	(h)	give particulars of any matter or circumstance that has arisen since the end of the financial year and has significantly affected, or may significantly affect—
	(i)	the society’s operations;
	(ii)	the results of those operations; or
	(iii)	the society’s state of affairs;
in later financial years; and
	(i)	refer to—
	(i)	likely developments in the society’s operations; and
	(ii)	the expected results of those operations;
in later financial years.
42F. 	Directors’ report on group holding society
(1) 	The directors of a society that is a holding society at the end of a particular financial year shall cause to be made out a report complying with this section and sections 42G and 42H.
(2) 	If at the end of the financial year the society was a wholly-owned subsidiary of another society the report need not comply with paragraphs (4) (e), (f), (g) and (h) of this section.
(3) 	Subsection (1) does not apply in relation to a society in relation to a financial year if—
	(a)	the society is dormant throughout the period beginning at the start of, and ending at the deadline after, the financial year; and
	(b)	each subsidiary of the society at any time during the financial year is dormant throughout so much of each period during which it is a subsidiary of the society as falls within the period referred to in paragraph (a).
(4) 	The report shall—
	(a)	state the names of the directors in office on the day the report is made;
	(b)	state the principal activities of the group during the financial year and any significant change in the nature of those activities that occurred during the financial year;
	(c)	state the net amount of the consolidated profit or loss of societies in the same group for the financial year after—
	(i)	provision for income tax; and
	(ii)	deducting any amounts that should properly be attributed to a person other than a subsidiary in the group;
	(d)	state the amount (if any) that the directors recommend should be paid by way of dividend;
	(e)	state the amounts (if any) that have been paid or declared by way of dividend since the start of the financial year, indicating which (if any) of those amounts have been shown in a previous report under this Act or a corresponding law;
	(f)	contain a review of the group’s operations during the financial year and of the results of those operations;
	(g)	give particulars of any significant change in the group’s state of affairs that occurred during the financial year;
	(h)	give particulars of any matter or circumstance that has arisen since the end of the financial year and has significantly affected, or may significantly affect—
	(i)	the group’s operations;
	(ii)	the results of those operations; or
	(iii)	the group’s state of affairs;
in later financial years; and
	(i)	refer to—
	(i)	likely developments in the group’s operations; and
	(ii)	the expected results of those operations;
in later financial years.
42G. 	Report may omit prejudicial information
	If, in the directors’ opinion, it would prejudice the society’s interests to include in the report particular information, being some or all of the information that paragraph 42E (i) or 42F (i) requires to be so included—
	(a)	the first-mentioned information need not be so included; and
	(b)	if it is not so included—the report shall state that some or all, as the case requires, of the information required by that paragraph has not been so included.
42H. 	Reports generally
	A report that is required under section 42E, 42F or 42G in relation to a financial year of a society shall—
	(a)	be made out in accordance with a resolution of the directors;
	(b)	be made out not more than 42 days before the day of the deadline after the financial year;
	(c)	specify the day on which it was made out; and
	(d)	be signed by at least 2 directors.
43. 	Inspections of documents by members and creditors
	A society shall have at its office and open at all reasonable hours to inspection by any member or creditor without fee—
	(a)	a copy of this Act and the regulations;
	(b)	a copy of the Rules of the society;
	(c)	a copy of the last balance-sheet and profit and loss account for the time being, together with the report of the auditors;
	(d)	the prescribed register of directors, members and shares;
	(e)	the prescribed register of loans raised by the society and securities given by it in connection with those loans;
	(f)	the prescribed register of bills of exchange negotiated by the society for the purpose of raising money and securities given by it in connection with those bills; and
	(g)	the prescribed register of bonds issued by the society.
44. 	Returns
(1) 	A society shall, within fourteen days after any change in the composition of the board of directors of the society, transmit to the Registrar notice of the change together with the determined fee for entering the change in the register.
(1A) 	Where a notice is transmitted after the expiration of the period of 14 days referred to in subsection (1), the notice shall be accompanied by the determined fee.
(2) 	A society shall, within three months after the end of each financial year of the society, or within such further period as the Registrar authorizes, transmit to the Registrar the following returns:
	(a)	a list of directors for the year then current;
	(b)	in the case of a society that is not a subsidiary corporation of a society—a list of members of the society at the end of that financial year;
	(c)	a statement of the assets and liabilities of the society at the end of that financial year and of the accounts of the society for that financial year;
	(d)	a copy of any report by the auditor on those accounts; and
	(e)	any other prescribed particulars.
(2A) 	The Registrar may—
	(a)	of his or her own volition; or
	(b)	upon application (accompanied by the determined fee) by the society,
authorise an extension of the period within which a society is to transmit to the Registrar a return referred to in subsection (2).
(3) 	If the society transmits information of any change in membership since the date the previous list of members was furnished it shall be deemed to have complied with the requirements of paragraph (2) (b).
(4) 	Any list, return or information required by this section to be transmitted to the Registrar shall be in such form as is prescribed.
(5) 	A return transmitted under this section to the Registrar by a society (other than a prescribed trading society within the meaning of section 14) shall be accompanied by the determined fee.
(5A) 	Where a return is transmitted by a society, other than a prescribed trading society within the meaning of section 14, after the expiration of—
	(a)	 the period of 3 months referred to in subsection (2); or
	(b)	such further period as the Registrar authorises under that subsection,
the return shall be accompanied by the determined fee.
(6) 	In this section, “society” includes a subsidiary corporation of a society.
45.3   	Dealings with members and applicants
(1) 	A society may (if authorised by its rules) make a contract with a member—
	(a)	in relation to specified dealings between the member and the society for a fixed period; and
	(b)	with provision for payment by the member to the society of specified sums as liquidated damages for the breach of any term of the contract.
(1A) 	A contract under subsection (1) may require a member to sell products through or to the society, or to obtain supplies or services through or from the society.
(1B) 	For the purposes of section 28, a sum referred to in paragraph (1) (b) is a debt due from the member to the society.
(1C) 	A contract under subsection (1) is binding on the society and all other parties to the contract notwithstanding that (except for this Act) the contract would be invalid as being in restraint of trade.
(2) 	Where a society is authorized by its Rules to have any dealings with a member, the society shall, unless the Rules otherwise provide, be deemed to be authorized to have similar dealings with any person who applies and is qualified to be a member.
46. 	Charges payable by members
(1) 	A society shall furnish to any person intending to become a member a list of the charges payable by a member of the society.
(2) 	A member of a society is liable to pay only—
	(a)	the charges referred to in the list furnished to the member under subsection (1); and
	(b)	such charges as are imposed by any subsequent alteration in the rules of the society.
(3) 	The charges referred to in this section may be altered by special resolution.
(4) 	The charges and any alteration of the charges shall be subject to approval by the Registrar.
47. 	Fines
(1) 	A society may impose a fine on a member for any infringement of the society’s rules.
(2) 	No fine exceeding $1 is to be imposed until—
	(a)	the society has given the member written notice of its intention to impose the fine, accompanied by a statement of its reasons; and
	(b)	the member is given the opportunity of—
	(i)	appearing before the Board in person, with or without witnesses; or
	(ii)	giving the Board a written statement;
for the purpose of showing cause why the fine should not be imposed.
(3) 	The society may set off the whole or any part of the fine against any moneys due to the member in respect of any produce delivered by him or her to the society, but no part of the fine shall be set off against any advance due to the member by the society in accordance with the Rules against produce so delivered.
(4) 	The member shall not be deemed to have infringed the Rules of a society by a failure to deliver produce to the society if the failure was due to the fact that under the Rules of another society the member had been previously bound to deliver produce to that society and had actually so delivered the produce.
48. 	Special resolution
(1) 	For the purposes of this Act, a special resolution means a resolution which is passed by a majority of not less than two-thirds of such members of the society entitled under its Rules to vote as are present in person or, where the Rules allow proxies, by proxy, at any general meeting of the society of which notice specifying the intention to propose the resolution has been duly given in accordance with the Rules.
(2) 	At any general meeting to which this section applies a declaration by the Chairman that the special resolution has been carried shall, unless a poll is demanded, be conclusive evidence of the carrying of the resolution.
(3) 	A copy of a special resolution which is duly carried shall be—
	(a)	signed by the chairman of the meeting;
	(b)	countersigned by the secretary of the society; and
	(c)	delivered to the Registrar, accompanied by the determined fee.
(3A) 	Upon receipt of a copy of a special resolution signed, countersigned and delivered in accordance with subsection (3), the Registrar shall register the resolution.
(4) 	A special resolution shall have no force or effect until registered in pursuance of this section.
Part V—Rules, Management and Disputes
49. 	Rules
(1) 	The Rules of a society shall be divided into paragraphs numbered consecutively and shall set forth—
	(i)	the name of the society with the word “co-operative” as part of the name and the word “limited” as the last word of the name;
	(ii)	that the liability of the members is limited;
	(iii)	where the office of the society is to be situated;
	(iv)	the objects of the society;
	(v)	whether the society intends to avail itself of any powers authorized by this Act as incidental to its objects and, in the case of powers authorizing the raising of money, within what limits not exceeding the prescribed limits;
	(vi)	the manner in which the capital of the society is to be raised;
	(vii)	the manner in which the funds of the society are to be managed, and, in particular, the mode of drawing and signing cheques, drafts, bills of exchange, promissory notes, and other negotiable instruments for and on behalf of the society;
	(viii)	the purposes to which the funds of the society are to be applied and the manner in which they are to be invested;
	(ix)	in the case of any society which is authorized to make an advance—
	(a)	the manner in which an application for an advance is to be made;
	(b)	the conditions with which an applicant is to comply;
	(c)	the manner in which an advance is to be made and repaid;
	(d)	the deduction, if any, for premium;
	(e)	the conditions on which a borrower may redeem the amount due before the expiration of the period for which the advance was made; and
	(f)	the terms upon which a mortgage may be redeemed;
	(x)	the manner in which any gain or surplus which may result from the transactions of the society is to be distributed among the members;
	(xi)	the manner in which any loss which may result from the transactions of the society is to be provided for;
	(xii)	the mode and conditions of admission to membership, and the payment to be made or the share or interest to be acquired before the exercise of the rights of membership;
	(xiii)	the rights and liabilities of members, and of the estates of deceased members and of members whose estates have been sequestrated or assigned;
	(xiv)	the manner in which the share or interest of members may be transferred;
	(xv)	the circumstances in which members may be expelled and the rights and liabilities of expelled members;
	(xvi)	the number of directors, the qualification of directors, the manner of electing, remunerating and removing directors and filling a vacancy in the directorate, whether directors are to be elected annually or half-yearly, the period for which directors are to hold office, and whether directors are to retire by rotation or otherwise;
	(xvii)	the powers and duties of the Board, the requisite notice of meetings, the quorum for meetings, and the procedure at meetings, of the Board;
	(xviii)	the intervals between general meetings of the society, the manner of calling special and general meetings, the requisite notices of meetings and the quorum of meetings, of the society;
	(xix)	the procedure at meetings of the society, including the rights of members in voting thereat, the manner of voting, and the majority necessary for carrying resolution;
	(xx)	the manner of appointing, remunerating and removing officers of the society, the powers and duties of officers and the security to be given by any officer having the receipt or charge of any moneys belonging to the society;
	(xxi)	whether the accounts of the society are to be audited annually or more frequently;
	(xxii)	the manner of appointing, remunerating and removing auditors, the powers and duties of auditors, and, in particular, their powers and duties with respect to the inspection of securities belonging to the society;
	(xxiii)	provision for the custody of securities belonging to the society;
	(xxiv)	the charges, including any charges on admission or for working expenses or otherwise, which are to be payable by a member of the society;
	(xxv)	the circumstances in which fines and forfeitures may be imposed on members of the society and the amount of the fines, not exceeding the prescribed maximum;
	(xxvi)	whether disputes between the society and any of its members, or any person claiming by or through any member, under the Rules, are to be settled by reference to arbitration or by some other specified manner;
	(xxvii)	the manner of altering and rescinding the Rules and making additional Rules;
	(xxviii)	provision for the device, custody and use of the seal of the society;
	(xxix)	the manner in which the society may be wound up;
	(xxx)	the nominal value of each share in the society;
	(xxxi)	the maximum proportion of the shares which may be held by a member, not exceeding the prescribed proportion;
	(xxxii)	the periodic subscriptions by which or the manner in which shares are to be paid for;
	(xxxiii)	the maximum amount which may be paid to a member in the form of a dividend in respect of the shares held by him, not exceeding the prescribed maximum;
	(xxxiv)	provision for the forfeiture of shares on expulsion or on failure to pay any subscription or call, the extent to which members whose shares have been forfeited shall remain liable for any amount still unpaid in respect thereof, and the sale or cancellation of forfeited shares;
	(xxxv)	the manner in which shares may be transferred; and
	(xxxvi)	any other prescribed matters.
(2) 	The rules of a society may provide for the imposition of a fine (not exceeding an amount prescribed by the regulations) on a member for any infringement of the rules.
(3) 	The Rules of a society may require a member to have any specified dealings with the society for a fixed period and to enter into a contract for that purpose notwithstanding that, but for this Act, any such provision or contract might be invalid as in restraint of trade.
(4) 	Any person shall be entitled to obtain from a society a copy of its Rules on payment of a sum not exceeding $0.25.
50. 	Alteration of Rules
(1) 	The Rules of a society shall not be altered unless the alteration has been approved by a special resolution.
(2) 	Where an alteration of the Rules has been so approved, the society shall, within 1 month after the date of approval, apply, in the prescribed manner, to the Registrar to register the alteration.
(3) 	The application for registration of the alteration shall be accompanied by—
	(a)	a statutory declaration from the chairman and secretary of the meeting at which the special resolution of alteration was passed as to compliance with the requirements of this section;
	(b)	2 copies of the alteration signed by the secretary and 3 or more members; and
	(c)	the determined fee.
(3A) 	Where an application is made after the expiration of the period of 1 month referred to in subsection (2), the application shall be accompanied by the determined fee.
(4) 	Where the alteration alters part of a Rule only a copy of the alteration shall mean a copy of the Rule as altered.
(5) 	If the Registrar is satisfied that the Rules as altered are not contrary to this Act or the regulations, he or she shall register and certify the alteration as prescribed.
(6) 	The alteration shall not have any force or effect until it is registered and certified in accordance with subsection (5).
(7) 	The Rules of the Society shall be read subject to all alterations so registered and certified.
(8) 	For the purposes of this Act, an addition to, rescission of, or a substitution of, a Rule shall be deemed to be an alteration of a Rule.
51. 	Board of directors
(1) 	The business and operations of a society shall be managed and controlled by a Board of directors and, for that purpose, the Board, except as provided in this section, shall have and may exercise the powers of the society as if they had been expressly conferred on the Board by a general meeting of the society.
(2) 	The powers of the Board shall be subject to such restrictions as this Act or the Rules of the society impose.
(3) 	Every director acting in the business or operations of the society in pursuance of a resolution duly passed by the Board shall be deemed to be the agent of the society for all purposes within the objects of the society.
(4) 	The acts of a director shall be valid notwithstanding any defect that may afterwards be discovered in his appointment or qualification.
(5) 	A director shall not be held liable to the society for any loss the society may sustain unless the loss was due to his or her wilful misconduct or gross failure to comply with any of the provisions of this Act or the regulations or the Rules of the society.
(6) 	The directors of a society shall be elected—
	(a)	at a general meeting of the society in accordance with its rules; or
	(b)	in the case of the first such election—at the meeting for the formation of the society.
(7) 	The number of directors shall be not less than 3, and no person shall be qualified to be a director unless he or she is a member of the society.
(8) 	Meetings of the Board shall be held as often as may be necessary for properly conducting the business and operations of the society, but shall be held at least quarterly, and a quorum of a meeting of the Board shall be as specified in the Rules of the society but shall not, in any case, be less than one half of the number of directors.
(9) 	The chairman of the Board may be elected either by the Board or at a general meeting of the society, and shall be elected, hold office, and retire, and may be removed from office, in manner specified in the Rules of the society.
(10) 	The directors of a society shall hold office and retire and may be removed from office in the manner specified in the Rules of the society.
(11) 	The office of a director shall be vacated in such circumstances, if any, as are specified in the Rules of the society and in any of the following cases:
	(a)	if he or she becomes bankrupt or assigns his or her estate for the benefit of, or compounds with, his or her creditors;
	(b)	if he or she becomes mentally incapable;
	(c)	if he or she is convicted of any offence under this Act, or if he or she is convicted of any offence and sentenced to any period of imprisonment without the option of a fine;
	(d)	if he or she is absent from 3 consecutive ordinary meetings of the Board without its leave;
	(e)	if he or she ceases to be a member of the society;
	(f)	if he or she gives 1 month’s notice in writing to the Board of his or her intention to resign from office and his or her resignation is accepted by the Board;
	(g)	if he or she is removed from office by resolution of a general meeting of the society; and
	(h)	if he or she has a direct or indirect pecuniary interest in an agreement to which the society is a party, being an interest derived otherwise than as a director or member of, and in common with, the other directors or members (as the case requires) of—
	(i)	another society, a building society or a credit union;
	(ii)	a body incorporated under a law of a State or another Territory providing for the formation, registration or incorporation of co-operative societies; or
	(iii)	a company incorporated in the Territory, a State or another Territory;
having not less than 25 members.
(12) 	Paragraph (11) (h) does not apply in relation to—
	(a)	a loan to a director made or guaranteed by the society in accordance with a special resolution; 
	(b)	a purchase by a director from the society in accordance with a special resolution; or
	(c)	any of the following dealings, if made in good faith in the ordinary course of business of the society and on such terms as are usual and proper in such dealings:
	(i)	a purchase of goods by the director from the society;
	(ii)	a sale of agricultural products or livestock by the director to the society;
	(iii)	a loan (whether by deposit or otherwise) by the director to the society;
	(iv)	a guarantee by the director for the repayment of a loan to the society;
	(v)	a dealing between the director and the society of a type authorised by the objects of the society;
	(vi)	a dealing prescribed by regulation.
(13) 	A director of a society has no power to vote on any question in which he or she has any direct or indirect pecuniary interest, other than—
	(a)	an interest held as a member and in common with the other members of the society; or
	(b)	an interest in relation to a dealing referred to in subparagraphs (12) (c) (iii) to (vi) (inclusive).
(14) 	Any vacancy occurring on the Board shall be filled in the manner provided in the Rules of the society.
52. 	Meetings
(1) 	Every society shall hold an annual general meeting within three months after the close of its financial year or within such further time as is prescribed or is authorized by the Registrar.
(1A) 	The Registrar may—
	(a)	of his or her own volition; or
	(b)	upon application (accompanied by the determined fee) by the society,
authorise an extension of the time within which a general meeting of a society shall be held.
(2) 	Meetings of a society, other than its annual general meeting shall be held or may be called at the times and in the manner specified in its Rules.
(3) 	At any meeting of a society no item of business shall be transacted unless a quorum of members as specified in its Rules is present during the time when the meeting is considering that item.
53. 	Votes of members
(1) 	Except as otherwise provided in this Act or by the Rules of the society, every question for decision by a meeting of a society shall be determined by a majority of members present in person and, unless a poll is demanded by at least 5 members, the question shall be decided by a show of hands.
(2) 	On a poll held at a general meeting of a society, each member has 1 vote, subject to this section and the rules of the society.
(3) 	On a poll held at a general meeting of a society, a member is entitled to an additional allotment of 1 or 2 votes where the society’s rules provide—
	(a)	for such an additional allotment to be made on the basis of the value of goods purchased from the society by the member during the preceding financial year; or
	(b)	where the member is obliged by the rules to subscribe for shares in proportion to the use made by the member of the society—for such an additional allotment to be made on the basis of the shares held by the member.
(4) 	The allotment of any additional vote to a member shall be determined in the manner and time specified in the Rules of the society.
(5) 	Notwithstanding any other provision of this section a member who has borrowed from the society any money which is still unpaid shall not be entitled to vote on any question in respect of which his or her right to vote is excluded by the Rules of the society and, if the member votes on any such question, his or her vote shall not be counted.
(6) 	On a poll held at a general meeting of a society—
	(a)	a member may vote personally or (if authorised by the rules of the society) by proxy;
	(b)	only a member may act as a proxy; and
	(c)	no person may act as a proxy for more than 5 members.
54. 	Minutes
	Minutes of every meeting of the Board and of the society shall be kept and confirmed as prescribed.
55. 	Officers
(1) 	A director or other officer of a society shall not borrow from it and the society shall not lend to a director or other officer except in pursuance of a special resolution of the society, and if any loan is made in contravention of this section the members of the Board who authorized the loan shall be jointly and severally liable for any loss on the loan occasioned to the society.
(2) 	Every officer having the receipt or charge of any money of the society shall give such security as is prescribed for rendering a just and true account of all money received and paid by the officer for the society and for payment of all money due from the officer to the society.
56. 	Accounts and audit
(1) 	The accounts of a society shall be audited annually and in addition at such other times (if any) as are provided by its Rules.
(2) 	The auditor of a society’s accounts shall be some competent person approved by the Registrar but shall not be an officer of the society.
(3) 	Every auditor shall have a right of access to all books, accounts, vouchers and documents of the society whose accounts he or she is auditing, and may require from the directors and other officers of the society such information and explanations as are necessary for the performance of his or her duties as auditor.
(4) 	In making his or her report to the members of a society and in signing any statement of assets and liabilities or of accounts to be presented to the members or transmitted to the Registrar, the auditor of the society shall state—
	(a)	whether the auditor has obtained all information and explanations as required;
	(b)	whether in the auditor’s opinion the accounts are properly drawn up so as to exhibit a true and fair view of the financial position of the society according to the information at the auditor’s disposal and explanations given to the auditor and as shown by the books of the society;
	(ba)	whether the accounts are drawn up in accordance with this Act; and
	(c)	whether the provisions of this Act and the Rules relating to the administration of the funds of the society have been observed.
(5) 	A copy of a society’s accounts (duly audited), together with a copy of the auditor’s report to the members of the society—
	(a)	shall be given to each member with the notice of the annual general meeting of the society; or
	(b)	if, in accordance with the society’s rules, the notice of the annual general meeting given to members includes a notice that those accounts and that report are available for inspection by members at the office of the society during a specified period before that meeting—shall be made available accordingly.
(6) 	Any member may inspect his or her own account in the books of the society at any reasonable time on payment of a fee not exceeding $0.20.
57. 	Financial year
(1) 	The financial year of a society shall end on the thirtieth day of June or, where the Registrar has given consent in writing to the financial year of the society ending on another date, being a date not earlier than the thirty-first day of May and not later than the thirtieth day of September, on that other date.
(2) 	Where a society is registered in any year on a date between the first day of July and the thirty-first day of December, the first financial year of the society shall be deemed to be from that date to the thirtieth day of June next ensuing.
(3) 	Where a society is registered in any year between the first day of January and the thirtieth day of June, the first financial year of the society shall end on the thirtieth day of June in the year next ensuing.
58. 	Disputes
(1) 	Every dispute between a member, in his or her capacity as a member, and the society shall, except as otherwise provided in this section, be determined in the manner specified in the Rules of the society.
(3) 	In the case of a dispute in relation to a prescribed trading society  or a housing and services society, a party to the dispute may refer it to the Registrar—
	(a)	if the dispute has not been referred to arbitration; or
	(b)	if the dispute has been referred to arbitration—if no award has been made within 1 month after referral.
(4) 	Where a dispute is referred to the Registrar, the Registrar shall hear and determine the dispute, and may order the expenses to be paid out of the funds of the society or by such party to the dispute as the Registrar thinks fit.
(5) 	For the purposes of hearing a dispute, the Registrar may—
	(a)	administer an oath or affirmation; or
	(b)	by order, require—
	(i)	the attendance of any party or witness; or
	(ii)	the production of any book or document relating to the dispute.
(6) 	Any determination or order under this section, whether made on a reference to the Registrar or otherwise, shall be binding and conclusive on all parties without appeal, and shall not be removable into any court or be restrainable by injunction.
(7) 	A determination or order under this section may, on application by any party interested, be enforced by the Magistrates Court.
(8) 	The Magistrates Court may give such relief and make such orders, including an order as to costs, and give such directions as it thinks fit in respect of any matter brought before it under this section.
(9) 	Any order made or direction given under this section by the Magistrates Court may be enforced by any process or procedure which would be applicable if the order had been made upon the hearing of an action in the Court or by such process or procedure as the Court directs.
(11) 	Nothing in this section shall extend to any dispute as to the construction or effect of any mortgage or of any contract contained in any document other than the Rules of the society.
(12) 	In this section—
“member” includes—
	(a)	a person who was a member within 3 months before the relevant dispute arose; and
	(b)	any person claiming through or under a member or a person referred to in paragraph (a);
“Registrar”, in relation to the hearing of a dispute, includes a person deputed by the Registrar for the purposes of the hearing;
“society” includes the Board and each officer of a society.
Part VI—Suspension, Administration and Winding-up
58A. 	Suspension of operations
(1) 	Where, in relation to a society, the Registrar considers it expedient to do so in the interests of:
	(a)	persons who are or may become members of the society; or
	(b)	persons who have deposited or may deposit money with the society;
the Registrar may, with the approval of the Minister, by notice in writing given to the society, direct the society not to do any one or more of the following:
	(c)	make any money available on loan to members or other persons;
	(d)	accept the deposit of any money;
	(e)	borrow any money;
	(f)	raise money by negotiating prescribed bills of exchange;
	(g)	accept any payment on account of share capital, other than a payment that fell due before the direction was given;
	(h)	repay any money paid on shares;
	(i)	repay any money on deposit or loan;
	(k)	dispose of or otherwise deal with any of its property;
	(l)	acquire any property.
(2) 	A society to which a direction has been given under subsection (1) may make representations to the Minister in connection with the direction and the Minister may direct the Registrar to withdraw or amend the direction.
(3) 	The Registrar may, and shall if directed by the Minister, withdraw or amend any direction given to a society under subsection (1).
(4) 	A society shall comply with a direction given to it under subsection (1).
(5) 	If a society fails to comply with subsection (4), a director or other officer who is concerned in, or takes part in, the management of the society shall be taken to have committed an offence and is punishable, on conviction, by a fine not exceeding 50 penalty units or imprisonment for a period not exceeding 6 months, or both.
(6) 	In subsection (1):
“continuing credit arrangement” means an agreement by which a society:
	(a)	agrees with a member to provide credit to that member in respect of cash or cheques supplied by the society to that member from time to time; or
	(b)	agrees with a member:
	(i)	on behalf of that member to satisfy liabilities of the member to a third person in respect of payment for goods and services or cash or cheques supplied by that third person to the member from time to time; and
	(ii)	to provide credit to that member in respect of payment by the member of amounts owing from time to time to the society in respect of the satisfaction by the society of those liabilities on behalf of that member;
and agrees to calculate the amount owing to it from time to time under the agreement on the basis that all amounts owing and all payments made by the member under or in respect of the agreement are entered in the same account.
58B. 	Administrator
(1) 	The Registrar may, with the approval of the Minister, appoint an administrator to conduct the affairs of a society.
(2) 	The Registrar shall not appoint an administrator of a society unless the Registrar has reasonable grounds for believing, and certifies, that:
	(a)	a ground referred to in paragraph 38AA (2) (a), (b), (c) or (d) exists in relation to the society;
	(b)	as a result of an inquiry under section 7 into the affairs of the society, it is in the interests of its members, depositors or creditors that an administrator should be appointed to conduct the affairs of the society; or
	(c)	in the interests of members, depositors or creditors of the society, it is expedient that an administrator should be appointed to conduct the affairs of the society.
(3) 	Upon the appointment of an administrator of a society, other than an appointment under subsection (7):
	(a)	the directors of that society cease to hold office;
	(d)	any delegation made by the Board of that society is revoked.
(3A) 	The administrator of a society may, where the administrator is of the opinion that it is necessary in order to preserve the viability of the society, terminate—
	(a)	any contract of employment with that society; and
	(b)	any contract for the provision of secretarial or administrative services for that society.
(4) 	An administrator of a society has such powers, authorities, duties and functions as the Board would, but for this section, have had.
(5) 	Notwithstanding anything contained in this Act or the Rules of a society, an administrator may, in the conduct of the affairs of the society:
	(a)	raise money or obtain other financial accommodation; or
	(b)	receive money on deposit;
in such amounts as the administrator, with the approval of the Registrar, determines.
(6) 	Except as provided by subsection (7), a director of a society shall not be appointed or elected while the appointment of an administrator is in force.
(7) 	Before revoking the appointment of an administrator of a society, the Registrar shall:
	(a)	appoint another person as administrator;
	(b)	ensure that directors of that society have been elected in accordance with its Rules at a meeting convened by the administrator in accordance with those Rules; or
	(c)	appoint directors of that society.
(8) 	A director elected or appointed under subsection (7):
	(a)	takes office upon revocation of the appointment of the administrator; and
	(b)	if the director was appointed—holds office until:
	(i)	he or she ceases to hold office in accordance with this Act or the Rules of the society; or
	(ii)	the annual general meeting of the society next succeeding the revocation of that appointment;
whichever first occurs.
(9) 	The expenses of and incidental to the conduct of the affairs of a society by an administrator are payable from the funds of the society.
(10) 	An administrator who is not a public servant shall be paid such remuneration as is determined by the Registrar.
(11) 	Where an administrator is a public servant, the Registrar shall certify an amount that represents the remuneration of the administrator referable to the conduct by the administrator of the affairs of the society and that amount is recoverable as a debt due to the Territory.
(12) 	A person who is or was an administrator of a society is not liable to an action (other than an action for negligence) or other proceeding for or in relation to an act done or omitted to be done in good faith in performance or purported performance of any function, or in exercise or purported exercise of any power or authority, conferred on the person as administrator.
(13) 	The Registrar is not liable for any loss sustained by a society as a result of an act done or omitted to be done by an administrator, whether or not the administrator is liable.
(14) 	In this section:
“expenses” includes:
	(a)	in relation to an administrator who is not a public servant, the remuneration of the administrator; and
	(b)	in relation to an administrator who is a public servant, the amount certified under subsection (11).
59. 	Winding-up
(1) 	A society may be wound up—
	(a)	voluntarily;
	(b)	by the Court;
	(c)	subject to the supervision of the Court; or
	(d)	upon the certificate of the Registrar.
(2) 	In the case of a winding-up voluntarily, by the Court or subject to the supervision of the Court, the society may, subject to this Part, be wound up in the same manner and in the same circumstances in which a company formed and registered under the Corporations Law may be so wound up.
(3) 	In the case of a winding-up on the certificate of the Registrar, the society may be wound up if the Registrar certifies that—
	(a)	the number of members is reduced to less than 7;
	(b)	the society has not commenced business within a year of registration or has suspended business for a period of more than 6 months;
	(c)	the period (if any) fixed for the duration of the society in its Rules has expired;
	(d)	an event (to be specified in the certificate) upon the occurrence of which the regulations or the Rules provide that the society shall be wound up, has occurred;
	(e)	the registration of the society has been obtained by mistake or fraud;
	(f)	the society exists for an illegal purpose;
	(g)	the society has wilfully and after notice from the Registrar violated the provisions of this Act or the regulations or the Rules of the society; or
	(h)	as a result of an inquiry under section 7 into the affairs of the society, it is in the interests of its members or creditors that the society should be wound up.
(4) 	The Registrar shall not issue a certificate under this section unless the truth of the matter to be certified is proved to his or her satisfaction and unless, in the case of a matter specified in paragraph (3) (e), (f) or (g), the Minister consents to the issue of the certificate.
(5) 	Upon the issue of a certificate by the Registrar under this section, the Registrar may appoint a person to be the liquidator of the society and, in the event of a vacancy in that office, may appoint a person to fill the vacancy.
(6) 	The liquidator of a society shall give such security, and is entitled to such fees, as are prescribed.
(7) 	The winding-up of a society upon the certificate of the Registrar commences at the time the certificate is issued.
(8) 	The liquidator of a society shall give notice of the commencement of the winding-up of a society—
	(a)	in the Gazette; and
	(b)	in a newspaper published and circulating in the Territory.
60. 	Application of Corporations Law in a winding-up
(1) 	Parts 5.4, 5.5 and 5.6 (except section 544), sections 597 and 598 and subsection 1289 (2) of the Corporations Law apply in relation to the winding-up of a society, subject to this Part.
(1A) 	Part 9.4 of the Corporations Law applies in relation to the winding-up of a society to the extent necessary to enforce any provisions of the Corporations Law or the Corporations Regulations applying (by virtue of this Act and the regulations) in relation to that winding-up.
(2) 	In the application of the Corporations Law in relation to the winding-up of a society:
	(a)	a reference to a company shall be read as a reference to the society;
	(b)	a reference in section 541, 597 or 598, or Part 9.4, of the Corporations Law to a corporation shall be read as a reference to the society;
	(c)	a reference to a special resolution shall be read as a reference to a special resolution as defined by section 48 of this Act;
	(d)	a reference to the Commission shall be read as a reference to the Registrar;
	(e)	a reference to the articles of a company shall be read as a reference to the Rules of the society;
	(f)	a reference to a contributory, to a promoter or to a related corporation shall be read as a reference to a contributory, a promoter or a related corporation, respectively, within the meaning of this Act;
	(g)	the following section is substituted for sections 516 and 517 of the Corporations Law:
“Limit on members’ contributions
“516.  A contribution shall not be required from a member of a society in excess of the sum of the following amounts:
	(a)	any amount unpaid on the shares in respect of which he or she is liable as a member or past member;
	(b)	the amount of any contingent liability attached to those shares;
	(c)	the amount of any charge payable by the member to the society in accordance with the society’s rules.”;
	(h)	nothing in section 545 of the Corporations Law shall be taken to affect the operation of section 44 of this Act in relation to the society;
	(j)	the references in subsections 577 (3) and (4) of the Corporations Law to the Minister are to be read as references to the Minister administering this Act;
	(ja)	the words “to be dealt with under Part 9.7” are omitted from subsection 577 (4); and
	(k)	in the case of a winding-up on the certificate of the Registrar—the winding-up shall be deemed to be a voluntary winding-up and, without in any way limiting the generality of any provision of this Part, sections 507, 508 and 509 of the Corporations Law apply in relation to the winding-up as if it were a members’ voluntary winding-up within the meaning of that Law.
60A.	Filling vacancy in position of liquidator (voluntary
winding-up) 
	Where—
	(a)	a society is being wound up voluntarily;
	(b)	a vacancy occurs in the office of liquidator of the society; and
	(c)	the Registrar is of the opinion that the vacancy is unlikely to be filled in the manner provided by the Corporations Law as applied by section 60 of this Act;
the Registrar may appoint a person to fill the vacancy.
61. 	Dissolution
	A society shall not be dissolved and its registration cancelled until a certificate signed by the liquidator or by the secretary or some other officer approved by the Registrar has been transmitted to the Registrar that all property vested in the society has been duly conveyed or transferred by the society to the persons entitled.
62. 	Cancellation
	As soon as may be practicable after the society is dissolved, the Registrar shall register the dissolution and cancel the registration of the society.
Part VII—Evidence and Offences
63. 	Certificates and documents
(1) 	Any certificate of incorporation of a society given by the Registrar shall be received in evidence as if it were the original certificate.
(2) 	Every certificate of registration or other official document relating to a society signed by or bearing the seal of the Registrar shall be received in evidence without further proof.
(3) 	Judicial notice shall be taken of the signature and seal of any person who holds or has held the office of Registrar if the signature or seal purports to be attached to any certificate or other official document.
(4) 	The provisions of this section shall extend to any copy of the Rules of a society certified by the Registrar to be a true copy of its registered Rules.
64. 	Rules
	A printed copy of the Rules of a society certified by the secretary to the society to be a true copy of its registered Rules shall be received as evidence of those Rules in the absence of proof to the contrary.
65. 	Registers
	The register of directors, members and shares of a society shall be evidence of the particulars directed or authorized by or under this Act to be inserted therein.
66. 	Minutes
(1) 	Every entry in the minutes purporting to be a minute of the business transacted at a meeting of the society or of its Board, and to be signed by the chairman at a subsequent meeting, shall be evidence that the business as therein recorded was transacted at the meeting and that the meeting was duly convened and held.
(2) 	An entry in the minutes of a meeting of a society to the effect that a resolution was carried or carried unanimously, or was lost, shall be evidence of the fact without proof of the number or proportion of votes recorded for or against the resolution.
67. 	Entries
	A copy of any entry in a book of a society regularly kept in the course of business shall, if certified by statutory declaration of the secretary to be a true copy of the entry, be received in evidence in any case where, and to the same extent as, the original entry is admissible.
68. 	Defaults by a society
(1) 	A society which fails—
	(a)	to paint, affix or keep painted or affixed, the name of the society on the outside of its office as prescribed by this Act;
	(b)	to keep any register or account, or to make any entry therein, in accordance with the requirements of this Act;
	(c)	to have at its office and open for inspection a copy of—
	(i)	this Act and the regulations;
	(ii)	the Rules of the society;
	(iii)	the last balance-sheet or profit and loss account together with the report of the auditor; and
	(iv)	any register,
as required by this Act; or
	(d)	to transmit to the Registrar any notice or return as required by this Act,
shall be guilty of an offence.
Penalty:  25 penalty units.
(2) 	A society which refuses or wilfully neglects to furnish any information lawfully required by the Registrar, or by any other person authorized under this Act to make the requirement, shall be guilty of an offence.
Penalty:  250 penalty units.
(3) 	Where a society is guilty of an offence against subsection (1) or subsection (2) of this section, every director and officer of the society who knowingly and wilfully authorizes or permits the default shall be guilty of an offence.
Penalty:  5 penalty units.
69. 	Restrictions on powers
(1) 	A society which contravenes any restriction imposed by this Act on its power to carry on business, and, in particular, which raises money, whether on loan or by negotiating prescribed bills of exchange, or receives deposits except as authorized by its Rules and within the prescribed limits, shall be guilty of an offence.
Penalty:  250 penalty units.
(2) 	Where a society is guilty of an offence against subsection (1) of this section, every director and officer of the society who knowingly and wilfully authorizes or permits the contravention shall be guilty of an offence.
Penalty:  50 penalty units.
70. 	Too few members
(1) 	Where a society carries on business after the number of its members is reduced to less than seven for a period of one month after its membership is so reduced, every director who is aware that the society is so carrying on business shall be guilty of an offence.
Penalty:  5 penalty units.
(2) 	Any person who is guilty of an offence against subsection (1) of this section shall be liable to satisfy all obligations of the society incurred during the period when the society carried on business with less than seven members and may be sued therefor without any other member being joined in the action.
71. 	Name
(1) 	A society which uses any name other than its registered name shall be guilty of an offence.
Penalty:  250 penalty units.
 (2) 	An officer of a society or any person acting on behalf of the society who issues or authorizes the issue of any notice, advertisement or other official publication of the society, or signs or authorizes to be signed on behalf of the society any bill of exchange, cheque, promissory note, endorsement, order for money or goods, waybill, invoice, receipt or other document required in the business of the society, wherein its name does not appear in legible characters, shall be guilty of an offence.
Penalty:  5 penalty units.
(3) 	Any person guilty of an offence against subsection (2) of this section in respect of the signature of any bill of exchange, cheque, promissory note, or order for money or goods, shall be personally liable for the amount to the holder thereof unless the same is duly paid by the society.
72. 	Seal
	Any officer of a society or person acting on its behalf who uses any seal, purporting to be the seal of the society, wherein its name does not appear in legible characters, shall be guilty of an offence.
Penalty:  5 penalty units.
73. 	Allotment of shares
	Any person who, before a society is registered, takes any money in consideration of the allotment of any share or interest in the society, shall be guilty of an offence.
Penalty:  30 penalty units.
74. 	False copies of Rules
	Any person who—
	(a)	gives to any member of a society or to any person intending or applying to become a member of the society a copy of any Rules or any alteration of the Rules other than those that have been duly registered representing that the same are binding on members of the society; or
	(b)	makes any alterations in any of the Rules of the society after they are registered and circulates the altered Rules falsely representing them to have been duly registered,
shall be guilty of an offence.
Penalty:  30 penalty units.
75. 	Falsification
	Any person who wilfully makes, orders or allows to be made any entry or erasure in, or omission from, any balance sheet of a society or any contribution or collecting book or any return or document required to be sent, produced or delivered for the purposes of this Act with intent to falsify the same or to evade any provision of this Act, shall be guilty of an offence.
Penalty:  50 penalty units or imprisonment for 6 months, or both.
76. 	Fraud or misappropriation
(1) 	Any person who, by false representation or imposition, obtains possession of any property of a society, or who, having property of a society in his or her possession, withholds or misapplies it or wilfully applies any part of it to purposes other than those specified or authorized in the Rules of the society or in this Act, shall be guilty of an offence.
Penalty:  50 penalty units or imprisonment for 6 months, or both.
(2) 	A person found guilty of an offence under subsection (1) shall, if so ordered by the court by which the person was convicted, deliver up all property and repay all money in respect of which the offence was committed and, in default of delivery and repayment as ordered, shall be liable to imprisonment for three months.
(3) 	Nothing in this section shall prevent any person from being proceeded against by indictment if he or she has not previously been convicted of the same offence under this Act.
77. 	Commission
(1) 	Any officer of a society who accepts any commission, fee or reward, whether pecuniary or otherwise, from any person for or in connexion with a transaction of that person with the society shall be guilty of an offence.
Penalty:  50 penalty units or imprisonment for 6 months, or both.
(2) 	An officer of a society who incurs a penalty under subsection (1) shall pay to the society an amount equal to twice the value of the relevant fee, commission or reward.
78. 	Contravention of Act
	Any person who fails to comply with any requirements of this Act within the time or in the manner prescribed or commits any other contravention of its provisions shall be guilty of an offence and shall, if no other penalty is prescribed, be liable to a penalty—
	(a)	if the offender is a natural person—not exceeding 10 penalty units; or 
	(b)	if the offender is a body corporate—not exceeding 50 penalty units.
79. 	Recovery of penalties
(1) 	Every penalty or fine imposed by this Act or by the Regulations or by the Rules of any society shall be recoverable summarily.
(2) 	A penalty or fine, if imposed by this Act or the regulations, shall be recoverable at the suit of the Registrar or any person aggrieved and, if imposed by the Rules of a society, shall be recoverable at the suit of the society.
80. 	Civil remedies
	Where a society in making, guaranteeing or raising any loan, or in receiving any deposit, contravenes any provision of this Act, the civil rights and liabilities of the society or any other person in respect of the recovery of the loan or deposit shall not be affected or prejudiced by the contravention, save that the money shall become immediately payable and the same remedies may be had for the recovery of the loan or deposit and for the enforcement of any security therefor as if there had been no contravention of the Act.
Part VIII—Miscellaneous
80A. 	Review of decisions
(1) 	Application may be made to the Administrative Appeals Tribunal for the review of a decision of the Registrar to refuse consent to a proposed purchase or repayment of shares under subsection 25 (2).
(2) 	Application may be made to the Administrative Appeals Tribunal for a review of a decision of an administrator to terminate a contract under subsection 58B (3A).
80B. 	Notification of decisions
(1) 	Where the Registrar makes a decision referred to in subsection 80A (1), he or she shall cause written notice to be given to the society whose interests are affected by the decision.
(2) 	Where an administrator makes a decision referred to in subsection 80A (2), the administrator shall cause notice in writing to be given to the person whose interests are affected by the decision.
(3) 	A notice under subsection (1) or (2) shall be in accordance with the requirements of the Code of Practice in force under subsection 25B (1) of the Administrative Appeals Tribunal Act 1989.
80C. 	Power of Minister to determine fees
	The Minister may, by notice in writing published in the Gazette, determine fees for the purposes of this Act.
80D. 	Fees may be determined where provision not otherwise made
	Where a provision of this Act—
	(a)	permits or requires an application to be lodged with the Registrar;
	(b)	permits or requires the Registrar to supply a document to a society or person; or
	(c)	requires the Registrar to affix his or her seal of office to a document,
and that provision does not provide for the payment of a determined fee on the lodging of that application, for the supply of that document or for the affixing of that seal, as the case may be, the Minister may determine a fee under section 80C for the purposes of that provision.
80E. 	Fees under applied provisions of the Corporations Law (mortgages, charges and bonds)
(1) 	In this section, a reference to a provision of the Corporations Law is to be read as a reference to that provision in its application (under or by virtue of subsection 35 (4) of this Act) to a mortgage, charge or bond created or issued by a society.
(2) 	The Minister may determine a fee under section 80C of this Act in respect of the following matters:
	(a)	the lodgment of a document under subsection 263 (1) of the Corporations Law;
	(b)	the lodgment of a notice under subsection 268 (1) or (2) of the Corporations Law;
	(c)	the lodgment or registration of a memorandum under subsection 269 (2) of the Corporations Law;
	(d)	the issue of a certificate under subsection 272 (1) of the Corporations Law.
80F. 	Fees payable
(1) 	Where a determined fee is payable under this Act, the determined fee shall be paid to the Registrar.
(2) 	Where a determined fee is payable to the Registrar under subsection (1) for or in respect of the lodgment of a document with the Registrar and the document is submitted for lodgment without payment of the fee, the document shall be deemed not to have been lodged until the fee has been paid.
(3) 	Notwithstanding any other provision of this Act, where a determined fee is payable to the Registrar under subsection (1) for or in respect of any matter involving the doing of any act or thing by the Registrar, the Registrar shall not do that act or thing until the fee has been paid.

81. 	Regulations
	The Executive may make regulations not inconsistent with this Act prescribing all matters which by this Act are required or permitted to be prescribed or which are necessary or convenient to be prescribed for carrying out or giving effect to this Act and in particular—
	(a)	prescribing penalties not exceeding—
	(i)	if the offender is a natural person—10 penalty units; or
	(ii)	if the offender is a body corporate—50 penalty units;
	(d)	requiring the verification by statutory declaration of a statement or return to be lodged with the Registrar; and
	(l)	applying, subject to specified modifications, specified provisions of the Corporations Regulations.

NOTES
1.	The Co-operative Societies Act 1939 as shown in this reprint comprises Act No. 9, 1939 amended as indicated in the Tables below.
	The Co-operative Societies Act 1939 is amended by the Commonwealth Functions (Statutes Review) Act 1981 (Commonwealth Act No. 74, 1981) (see Note 2).
	Citation of Laws—The Self-Government (Citation of Laws) Act 1989 (No. 21, 1989) altered the citation of most Ordinances so that after Self-Government day they are to be cited as Acts.  That Act also affects references in ACT laws to Commonwealth Acts.
2.	The Legislation (Republication) Act 1996 (No. 51, 1996) authorises the Parliamentary Counsel in preparing a law for republication, to make certain editorial and other formal amendments in accordance with current legislative drafting practice.  Those amendments make no change in the law.  Amendments made pursuant to that Act do not appear in the Table of Amendments but details may be obtained on request from the Parliamentary Counsel’s Office.
Table 1
Table of Ordinances
Ordinance	Number  
and year	Date of 
notification 
in Gazette	Date of 
commencement	Application, saving or transitional provisions	

Co-operative Trading Societies Ordinance 1939	9, 1939	31 Aug 1939	31 Aug 1939		
Co-operative Trading Societies Ordinance 1946	1, 1946	28 Mar 1946	28 Mar 1946	—	
Co-operative Trading Societies Ordinance 1950	14, 1950	21 Dec 1950	21 Dec 1950	—	
Companies Ordinance 1954	14, 1954	20 Aug 1954	1 Oct 1954	—	
Co-operative Societies Ordinance 1956	10, 1956	4 Oct 1956	4 Oct 1956	—	
Co-operative Societies Ordinance 1958	18, 1958	2 Oct 1958	2 Oct 1958	S. 3	
Co-operative Societies Ordinance 1962	3, 1962	29 Mar 1962	29 Mar 1962	—	
Companies Ordinance 1962	7, 1962	21 June 1962	1 July 1962	—	
Co-operative Societies Ordinance 1963	10, 1963	9 May 1963	9 May 1963	—	
Co-operative Societies Ordinance 1966	18, 1966	23 Dec 1966	23 Dec 1966	—	
Co-operative Societies Ordinance 1972	6, 1972	24 Feb 1972	24 Feb 1972	—	
Co-operative Societies Ordinance 1973	16, 1973	25 May 1973	25 May 1973	—	
Co-operative Societies Ordinance (No. 2) 1973	29, 1973	19 July 1973	19 July 1973	—	
Co-operative Societies Ordinance 1974	35, 1974	25 Sept 1974	25 Sept 1974	—	
Ordinances Revision (Age of Majority) Ordinance 1974	47, 1974	24 Oct 1974	1 Nov 1974	—	
Co-operative Societies Ordinance 1975	13, 1975	16 May 1975	16 May 1975	—	
Co-operative Societies Ordinance (No. 2) 1975	15, 1975	23 June 1975	23 June 1975	S. 7 (2) 
and (3)	
Co-operative Societies (Amendment) Ordinance 1977	14, 1977	15 June 1977	15 June 1977	—	
Ordinances Revision Ordinance 1978	46, 1978	28 Dec 1978	28 Dec 1978	—	
Co-operative Societies (Amendment) Ordinance 1979	35, 1979	28 Nov 1979	28 Nov 1979	S. 6 (3)	
Ordinances Revision (Companies Amendments) Ordinance 1982	38, 1982	30 June 1982	1 July 1982	S. 26	
Co-operative Societies (Amendment) Ordinance 1982	89, 1982	17 Nov 1982	17 Nov 1982	—	
Co-operative Societies (Amendment) Ordinance (No. 2) 1982	90, 1982	17 Nov 1982	17 Nov 1982	—	
Co-operative Societies (Amendment) Ordinance 1984	11, 1984	11 Apr 1984	11 Apr 1984	—	
Co-operative Societies (Amendment) Ordinance 1985	4, 1985	25 Feb 1985	25 Feb 1985	—	
Co-operative Societies (Amendment) Ordinance (No. 2) 1985	38, 1985	20 Aug 1985	21 Aug 1985	S. 26	
Magistrates Court Ordinance 1985	67, 1985	19 Dec 1985	1 Feb 1986 (see Gazette 1986, No. G3, p. 265)	Ss. 36 and 
37 (1)	
Co-operative Societies (Amendment) Ordinance (No. 2) 1985	74, 1985	20 Dec 1985	20 Dec 1985	—	
	as
amended
by
75, 1986	

19 Nov 1986	

19 Nov 1986	

—	
Co-operative Societies (Amendment) Ordinance 1986	9, 1986	28 May 1986	28 May 1986	S. 15	
Co-operative Societies (Amendment) Ordinance (No. 2) 1986	10, 1986	28 May 1986	28 May 1986	—	
Sex Discrimination (Miscellaneous Amendments) Ordinance 1986	31, 1986	31 July 1986	1 Aug 1986	—	
Co-operative Societies (Amendment) Ordinance (No. 3) 1986	40, 1986	20 Aug 1986	20 Aug 1986 (see Gazette 1986, No. S412)	—	
Co-operative Societies (Amendment) Ordinance (No. 4) 1986	75, 1986	19 Nov 1986	19 Nov 1986	—	
Co-operative Societies (Amendment) Ordinance 1987	7, 1987	2 Apr 1987	2 Apr 1987	—	
Co-operative Societies (Amendment) Ordinance (No. 2) 1987	8, 1987	2 Apr 1987	2 Apr 1987	S. 6	
Co-operative Societies (Amendment) Ordinance (No. 3) 1987	42, 1987	19 Aug 1987	19 Aug 1987	—	
Co-operative Societies (Amendment) Ordinance (No. 4) 1987	68, 1987	17 Dec 1987	11 Sept 1987	—	
Co-operative Societies (Amendment) Ordinance 1988	40, 1988	13 July 1988	13 July 1988	—	
Co-operative Societies (Amendment) Ordinance (No. 2) 1988	46, 1988	3 Aug 1988	3 Aug 1988	—	
Co-operative Societies (Amendment) Ordinance 1989	9, 1989	8 Mar 1989	8 Mar 1989	—	
Self-Government (Consequential Amendments) Ordinance 1989	38, 1989	10 May 1989	Ss. 1 and 2:  10 May 1989
Remainder:  11 May 1989 (see s. 2 (2) and Gazette  1989, No. S164)	—	
Self-Government day 11 May 1989

Table 2
Table of Acts
Act	Number  
and year	Date of 
notification 
in Gazette	Date of 
commencement	Application, saving or transitional provisions	

Co-operative Societies (Amendment) Act 1991	33, 1991	26 Aug 1991	26 Aug 1991	—	
Financial Institutions (Consequential Amendments) Act 1992	30, 1992	1 July 1992	Ss. 1 and 2:  1 July 1992 Remainder:  1 July 1992 (see s. 2 (2) and Gazette 1992, No. S92, p. 2)	—	
Mental Health (Consequential Provisions) Act 1994	45, 1994	7 Sept 1994	Ss. 1 and 2:  7 Sept 1994
Remainder :  6 Feb 1995 (see s. 2 (2) and Gazette 1995, No. S33, p.2)	—	
Administrative Appeals (Consequential Amendments) Act 1994	60, 1994	11 Oct 1994	Ss. 1 and 2:  11 Oct 1994
Remainder:  14 Nov 1994 (see 
s. 2 (2) and Gazette 1994, No. S250)	—	
Statute Law Revision (Penalties) Act 1994	81, 1994	29 Nov 1994	Ss. 1 and 2:  29 Nov 1994
Remainder:  29 Nov 1994 (see Gazette 1994, No. S269, p. 2)	—	
Statutory Offices (Miscellaneous Provisions) Act 1994	97, 1994	15  Dec 1994	Ss. 1 and 2:  15 Dec 1994
Remainder:  15 Dec 1994 (see Gazette 1994, No. S293)	Part III
(ss. 4-9)	
Annual Reports (Government Agencies) (Consequential Provisions) Act 1995	25, 1995	5 Sept 1995	5 Sept 1995	—	
Statute Law Revision Act 1995	46, 1995	18 Dec 1995	18 Dec 1995	—
	
(Reprinted as at 1 January 1996)	
Statute Law Revision (Penalties) Act 1998	54, 1998	27 Nov 1998	Ss. 1 and 2:  27 Nov 1998
Remainder:  9 Dec 1998 (see Gazette 1998, No. 49, p. 1078)	—	
Financial Sector Reform (ACT) Act 1999 	33, 1999	25 June 1999	Ss 1 and 2 and dict: 25 June 1999
Remainder: 1 July 1999 (see Cwlth Gaz 1999 No S289 p 2)
	—	

Table of Amendments
ad. = added or inserted      am. = amended     rep. = repealed      rs. = repealed and substituted

Provision	How affected

Title	am. No. 10, 1956; Act No. 30, 1992
S. 3	rs. No. 10, 1956
	am. No. 10, 1963 
	rep. No. 35, 1974
S. 4	am. No. 14, 1954; No. 10, 1956; No. 7, 1962; No. 35, 1974; No. 15, 1975; No. 35, 1979; No. 38, 1982; No. 11, 1984; Nos. 4 and 38, 1985; No. 9, 1986; Nos. 8 and 42, 1987; No. 9, 1989; Act No. 33, 1991; No. 30, 1992; No. 97, 1994; 1999 No 33 s 47 sch
S. 5	am. Act No. 97, 1994
S. 5AA	ad. Act No. 97, 1994
S. 5A	ad. No. 15, 1975; Act No. 30, 1992
	rs. No. 97, 1994
S. 5B	ad. No. 15, 1975
	am. No. 9, 1986; Act No. 30, 1992; No. 81, 1994; No. 46, 1995
S. 5C	ad. No. 11, 1984 
	am. No. 38, 1985
	rep. Act No. 30, 1992
Ss. 6, 7	am. Act No. 30, 1992
S. 8A	ad. No. 15, 1975
	am. Act No. 81, 1994
S. 9	am. No. 38, 1985; Act No. 30, 1992
S. 11	am. Act No. 30, 1992

S. 12	rs. Act No. 30, 1992
	rep. No. 25, 1995
S. 14	rs. No. 10, 1956; No. 89, 1982; Act No. 30, 1992
Part IIIA (ss. 14A-14C)	ad. No. 10, 1956
Part IIIA (ss. 14A, 14AA,	rep. Act No. 30, 1992
	14AB, 14ABA, 14AC,
	14AD, 14B, 14C,
	14CA-14CD, 14 CG-
	14CL)
Heading to Div. 1 of Part 	ad. No. 9, 1986
	IIIA
S. 14A	ad. No. 10, 1956
	rs. No. 9, 1986
	rep. Act No. 30, 1992
S. 14AA	ad. No. 9, 1986
	rep. Act No. 30, 1992
S. 14AB	ad. No. 9, 1986
	am. No. 68, 1987
	rep. Act No. 30, 1992
S. 14ABA	ad. No. 46, 1988
	am. No. 38, 1989
	rep. Act No. 30, 1992
Ss. 14AC, 14AD	ad. No. 9, 1986
	rep. Act No. 30, 1992
S.14B	ad. No. 10, 1956
	am. Nos. 16 and 29, 1973; No. 15, 1975; No. 11, 1984; No. 9, 1989
	rep. Act No. 30, 1992
S. 14C	ad. No. 10, 1956
	am. No. 18, 1966; No. 7, 1987
	rep. Act No. 30, 1992
Ss. 14CA, 14CB	ad. No. 10, 1963
	am. No. 18, 1966
	rep. Act No. 30, 1992
S. 14CC	ad. No. 10, 1963
	am. No. 18, 1966
	rs. No. 11, 1984
	rep. Act No. 30, 1992
S. 14CD	ad. No. 10, 1963
	rs. No. 11, 1984
	rep. Act No. 30, 1992
S. 14CE	ad. No. 10, 1963
	am. No. 18, 1966; No. 35, 1979
	rep. No. 42, 1987

S. 14CF	ad. No. 10, 1963
	rep. No. 42, 1987
Div. 2 of Part IIIA	ad. No. 9, 1986
	(ss. 14CG-14CL)	rep. Act No. 30, 1992
Ss. 14CG-14CL	ad. No. 9, 1986
	rep. Act No. 30, 1992
Part IIIB (ss. 14D-14H)	ad. No. 10, 1956
Part IIIB (ss. 14D-14G,	rep. Act No. 30, 1992
	14GA, 14H)
Ss. 14D-14F	ad. No. 10, 1956
	rep. Act No. 30, 1992
S. 14G	ad. No. 10, 1956
		am. No. 18, 1966; No. 6, 1972
		rs. No. 14, 1977
		am. No. 90, 1982; No. 10, 1986
	rep. Act No. 30, 1992
S. 14GA	ad. No. 10, 1986
	rep. Act No. 30, 1992
S. 14H	ad. No. 10, 1956
	rep. Act No. 30, 1992
Part IIIC (s. 14J)	ad. No. 35, 1974
S. 14J	ad. No. 35, 1974
Part IIID (ss. 14K-14R)	ad. No. 13, 1975
	rep. Act No. 30, 1992
Ss. 14K-14N	ad. No. 13, 1975
	rep. Act No. 30, 1992
S. 14P	ad. No. 13, 1975
		am. No. 15, 1975
	rep. Act No. 30, 1992
Ss. 14Q, 14R	ad. No. 13, 1975
	rep. Act No. 30, 1992
S. 15	am. No. 47, 1974; Act No. 30, 1992
S. 16	am. No. 1, 1946; No. 3, 1962; Nos. 35 and 47, 1974; No. 46, 1978; No. 38, 1985; Act No. 30, 1992
S. 16AA	ad. No. 3, 1962
		rs. No. 7, 1962
		am. No. 38, 1982
		rs. Act No. 30, 1992
S. 16A	ad. No. 10, 1956
		am. No. 35, 1979
		rs. No. 11, 1984
		am. No. 9, 1986; Act No. 30, 1992
S. 17	am. No. 3, 1962;  No. 18, 1966; No. 38, 1985;  No. 38, 1989; Act No. 30, 1992; No. 54, 1998
S. 18	am. No. 10, 1956; No. 38, 1985; Act No. 30, 1992
S. 20	am. No. 38, 1985
S. 21	am. Act No. 30, 1992
S. 22	am. No. 18, 1958; No. 4, 1985; No. 9, 1989; Act No. 30, 1992
S. 22A.	ad. No. 15, 1975
		am. Act No. 81, 1994
S. 23	rs. No. 15, 1975
	am. Act No. 30, 1992
S. 23A	ad. No. 15, 1975
		am. No. 35, 1979; No. 38, 1982; No. 4, 1985
	rep. Act No. 30, 1992
S. 24	am. Act No. 30, 1992; No 46, 1995
S. 25	rs. No. 4, 1985
		am. No. 74, 1985; Act No. 30, 1992
S. 27	rep. No. 4, 1985
S. 29	am. No. 18, 1966; No. 31, 1986; Act No. 30, 1992
S. 30	am. No. 18, 1966; Act No. 30, 1992
S. 32	am. No. 14, 1950; No. 18, 1966; No. 38, 1985
		rs. Act No. 30, 1992
		am. No. 81, 1994; 1999 No 33 s 47 sch
S. 33	rs. No. 15, 1975
		am. No. 4, 1985
S. 35	am. No. 10, 1956; No. 7, 1962; No. 35, 1979; No. 38, 1982; No. 9, 1986; Act No. 30, 1992
S. 36	am. No. 18, 1966; No. 35, 1979; No. 9, 1986
S. 37	am. No. 10, 1956; No. 15, 1975; No. 89, 1982; No. 11, 1984; No. 75, 1986; Act No. 30, 1992
S. 37A	ad. No. 4, 1985
		am. No. 74, 1985; No. 75, 1986
		rep. Act No. 30, 1992
S. 37B	ad. No. 4, 1985
	rep. Act No. 30, 1992
S. 38	am. No. 10, 1956; Act No. 30, 1992
S. 38AA	ad. No. 42, 1987
		am. No. 40, 1988; Act No. 30, 1992; No. 81, 1994
S. 38A	ad. No. 14, 1950
		am. No. 10, 1956; No. 7, 1962; No. 38, 1982; No. 42, 1987; Act No. 30, 1992
S. 39A	ad. No. 9, 1986
	rep. Act No. 30, 1992
S. 40	am. No. 1, 1946; No. 38, 1985; No. 40, 1986
S. 40A	ad. No. 10, 1956
S. 41	rs. Act No. 30, 1992
S. 42	am. No. 35, 1979; No. 9, 1986; Act No. 33, 1991; No. 30, 1992
Ss. 42A-42H	ad. Act No. 33, 1991
S. 43	am. No. 35, 1979
S. 44	am. No. 10, 1956; No. 15, 1975; No. 38, 1985; Nos. 9 and 40, 1986
Ss. 45, 46	am. Act No. 30, 1992
S. 47	am. No. 18, 1966; Act No. 30, 1992; No. 46, 1995
S. 48	am. No. 38, 1985; Act No. 30, 1992
S. 49	am. No. 10, 1956; No. 18, 1966; No. 35, 1979; Act No. 30, 1992
S. 50	am. No. 38, 1985; No. 40, 1986; Act No. 30, 1992
S. 51	am. No. 46, 1978; No. 46, 1988; Act No. 30, 1992; No. 45, 1994
S. 52	am. No. 38, 1985
S. 53	am. Act No. 30, 1992
S. 55	am. Act No. 30, 1992
S. 56	am. No. 18, 1966; No. 9, 1989; Act No. 30, 1992
S. 57	am. No. 10, 1956; Act No. 30, 1992
S. 58	am. No. 89, 1982; No. 67, 1985; No. 38, 1989; Act No. 30, 1992
Heading to Part VI	rs. No. 42, 1987
S. 58A	ad. No. 42, 1987
		am. Act No. 30, 1992; No. 81, 1994
S. 58B	ad. No. 42, 1987
		am. No. 40, 1988; No. 38, 1989
S. 59	am. No. 10, 1956;  No. 7, 1962; No. 38, 1982; No. 42, 1987; No. 38, 1989; Act No. 30, 1992
S. 60	rs. No. 10, 1956
		am. No. 7, 1962; No. 38, 1982
		rs. No. 8, 1987
		am. Act No. 30, 1992
S. 60A	ad. No. 10, 1956
		am. No. 7, 1962; No. 38, 1982; Act No. 30, 1992
S. 68	am. No. 18, 1966; Act No. 81, 1994; No. 54, 1998
S. 69	am. No. 18, 1966; No. 35, 1979; Act No. 81, 1994
S. 70	am. No. 18, 1966; Act No. 81, 1994; No. 54, 1998
Ss. 71-75	am. No. 18, 1966; Act No. 81, 1994
S. 76	am. No. 10, 1956; No. 18, 1966; Act No. 30, 1992; No. 81, 1994
S. 77	am. No. 18, 1966; Act No. 30, 1992; No. 81, 1994
S. 78	am. No. 18, 1966; Act No. 81, 1994
S. 80AA	ad. No. 38, 1989
		rep. Act No. 60, 1994
S. 80A	ad. No. 4, 1985
		am. No. 7, 1987; No. 40, 1988; No. 38, 1989; Act No. 30, 1992; No. 60, 1994
S. 80B	ad. No. 4, 1985
		am. No. 74, 1985; No. 7, 1987; No. 40, 1988; No. 38, 1989; Act No. 30, 1992; No. 60, 1994

S. 80C	ad. No. 4, 1985
S. 80D	ad. No. 38, 1985
S. 80E	ad. No. 38, 1985
		rs. Act No. 30, 1992
S. 80F	ad. No. 38, 1985
S. 81	am. No. 18, 1966; No. 15, 1975; No. 38, 1985; No. 9, 1986; No. 8, 1987; No. 38, 1989; Act No. 30, 1992; No. 54, 1998

3.	Section 4, Part III (sections 13 and 14) and sections 18, 32, 38 and 45 are amended by sections 34-40 only of the Commonwealth Functions (Statutes Review) Act 1981. Sections 34-40 provide as follows:
		“34.  The Co-operative Societies Act 1939 as amended and in force immediately before the commencement of this section is in this Division referred to as the Principal Act.
		“35.  Section 4 of the Principal Act is amended by omitting the definition of ‘trading society’.
		“36.  Part III of the Principal Act is repealed.
		“37.  Section 18 of the Principal Act is amended by omitting from subsection (1) ‘registered trading societies,’.
		“38.  Section 32 of the Principal Act is amended—
		(a)	by omitting from subsections (1) and (1A) ‘trade or’ (wherever occurring); and
		(b)	by omitting from subsection (1B) ‘trading or’.
		“39.  Section 38 of the Principal Act is amended—
		(a)	by omitting from subsection (1) ‘a registered trading society,’; and
		(b)	by omitting from subsection (1) ‘registered trading society,’.
		“40.  Section 45 of the Principal Act is amended by omitting from subsection (1) ‘through or’ (first occurring).”
	Subsection 2 (10) of the Commonwealth Functions (Statutes Review) Act 1981 provides as follows:
		“(10)  The remaining provisions of this Act shall come into operation on such respective dates as are fixed by Proclamation.”
	As at 1 July 1999 no date had been fixed and the amendments are not incorporated in this reprint.