Cooperatives Act 2002 (ACT)
Cooperatives Act 2002
A2002-45
Republication No 15
Effective: 27 April 2016 – 30 April 2017
Republication date: 27 April 2016
Last amendment made by A2016‑18
About this republication
The republished law
This is a republication of the Cooperatives Act 2002 (including any amendment made under the Legislation Act 2001, part 11.3 (Editorial changes)) as in force on 27 April 2016. It also includes any commencement, amendment, repeal or expiry affecting this republished law to 27 April 2016.
The legislation history and amendment history of the republished law are set out in endnotes 3 and 4.
Kinds of republications
The Parliamentary Counsel’s Office prepares 2 kinds of republications of ACT laws (see the ACT legislation register at type="disc">
authorised republications to which the Legislation Act 2001 applies
unauthorised republications.
The status of this republication appears on the bottom of each page.
Editorial changes
The Legislation Act 2001, part 11.3 authorises the Parliamentary Counsel to make editorial amendments and other changes of a formal nature when preparing a law for republication. Editorial changes do not change the effect of the law, but have effect as if they had been made by an Act commencing on the republication date (see Legislation Act 2001, s 115 and s 117). The changes are made if the Parliamentary Counsel considers they are desirable to bring the law into line, or more closely into line, with current legislative drafting practice.
This republication includes amendments made under part 11.3 (see endnote 1).
Uncommenced provisions and amendments
If a provision of the republished law has not commenced, the symbol U appears immediately before the provision heading. Any uncommenced amendments that affect this republished law are accessible on the ACT legislation register ( For more information, see the home page for this law on the register.
Modifications
If a provision of the republished law is affected by a current modification, the symbol M appears immediately before the provision heading. The text of the modifying provision appears in the endnotes. For the legal status of modifications, see the Legislation Act 2001, section 95.
Penalties
At the republication date, the value of a penalty unit for an offence against this law is $150 for an individual and $750 for a corporation (see Legislation Act 2001, s 133).
Cooperatives Act 2002
Contents
Page
Part 1 Preliminary
Division 1.1 Introductory
1 Name of Act 2
3 Objects 2
Division 1.2 Interpretation
4 Dictionary 3
5 Notes 3
6 Qualified privilege 3
7 Interpretation to promote cooperative principles 4
Division 1.3 Cooperative principles
8 Cooperative principles 4
Division 1.4 Application of Corporations Act generally
9 Regulation may apply certain provisions of Corporations Act 6
10 Corporations Act provisions applied by this Act 6
11 Interpretation of applied provisions of Corporations Act 7
12 Implied application of regulations and other provisions of Corporations Act 8
13 Effect of amendments to applied provisions of Corporations Act 9
14 Effect of applied provisions of Corporations Act 9
Division 1.5 Application of Corporations Act—excluded matter
15 Excluded matter 10
Part 2 Formation
Division 2.1 Types of cooperatives
16 Types of cooperatives 14
17 Trading cooperatives 14
18 Non-trading cooperatives 15
Division 2.2 Formation meeting
19 Formation meeting 15
Division 2.3 Approval of disclosure statement and rules
20 Approval of disclosure statement 17
21 Approval of rules 19
Division 2.4 Registration of proposed cooperative
22 Application for registration of proposed cooperative 20
23 Registration of proposed cooperative and its rules 21
24 Incorporation of proposed cooperative and certificate of registration 22
Division 2.5 Registration of existing corporation
25 Existing corporation can be registered 23
26 Formation meeting for corporation 23
27 Application for registration by corporation 23
28 Requirements for registration of corporation 24
29 Certificate of registration etc on registration of corporation 25
30 Name of corporation registered as cooperative 26
31 Effect of registration of corporation 26
Division 2.6 Conversion of cooperative
32 Procedure for conversion 26
Division 2.7 General
33 Stamp duty exemption for certain cooperatives 27
34 Acceptance of money by proposed cooperative 27
35 Issue of duplicate certificate of registration 28
Part 3 Legal capacity and powers
Division 3.1 General powers
36 Effect of incorporation 29
37 Power to form companies and enter into joint ventures etc 29
Division 3.2 Non-application of doctrine of ultra vires
38 Definitions for div 3.2 30
39 Objects of div 3.2 30
40 Legal capacity of cooperative 30
41 Restrictions on cooperatives by its rules 31
42 Results of contravention of restriction in rules 32
Division 3.3 Dealings with cooperatives
43 When assumptions may be made 33
44 The assumptions 33
45 Person who knows or ought to know is not entitled to make assumptions 34
46 Filing of documents not to constitute constructive knowledge 35
47 Effect of fraud 35
Division 3.4 Authentication and execution of documents and confirmation of contracts
48 Common seal 35
49 Official seal 36
50 Authentication need not be under seal 36
51 Cooperative may authorise person to execute deed 36
52 Execution under seal 37
53 Contractual formalities 37
54 Other requirements about consent or sanction not affected 37
Division 3.5 Pre-registration contracts
56 Contracts before registration 38
57 Person may be released from liability but is not entitled to indemnity 39
58 Div 3.5 replaces other rights and liabilities 40
Part 4 Membership
Division 4.1 General
59 Becoming a member 41
60 Members of associations 41
61 Members of federations 42
62 Qualification for membership 42
63 Membership may be joint 43
64 Members under 18 years old 43
65 Representatives of corporations 43
66 Notification of shareholders and shareholdings 44
67 Circumstances in which membership ceases—all cooperatives 44
68 Additional circumstances in which membership ceases—cooperatives with share capital 45
69 Carrying on business with too few members 45
Division 4.2 Rights and liabilities of members
70 Rights of membership not exercisable until registered 46
71 Board to ensure name of member entered in register of members 47
72 Liability of members to cooperative 47
73 Cooperative to provide information to person intending to become a member 47
74 Entry fees and regular subscriptions 48
75 Fines payable by members 49
76 Charge and set-off of cooperative 49
77 Repayment of shares on expulsion 50
Division 4.3 Death of member
78 Meaning of interest in div 4.3 51
79 Transfer of share or interest on death of member 52
80 Transfer of small shareholdings and interests on death 52
81 Value of shares and interests 53
82 Cooperative protected 53
Division 4.4 Disputes involving members
83 Grievance procedure 53
84 Application to Supreme Court 54
Division 4.5 Oppressive conduct of affairs
85 Meaning of member in div 4.5 55
86 Application of div 4.5 55
87 Who may apply for court order 55
88 Orders that Supreme Court may make 56
89 Basis on which Supreme Court makes orders 57
90 Winding-up need not be ordered if oppressed member would be prejudiced 57
91 Application of winding-up provisions 58
92 Changes to rules 58
93 Copy of order to be filed with registrar 58
Division 4.6 Proceedings on behalf of cooperatives
94 Bringing, or intervening in, proceedings on behalf of cooperative 58
95 Applying for and granting leave to bring proceedings etc 59
96 Substitution of someone else for person granted leave 60
97 Effect of ratification by members 60
98 Leave to discontinue proceedings brought with leave etc 61
99 General powers of Supreme Court about proceedings brought etc with leave 61
100 Power of Supreme Court to make costs order for proceedings brought etc with leave 62
Part 5 Rules
101 Effect of rules 63
102 Content of rules—generally 63
103 Other requirements about contents of rules etc 63
104 Obtaining copy of rules 64
105 False copies of rules 64
106 Model rules 65
107 Rules may only be altered in accordance with Act 65
108 Proposed alteration must be approved by registrar 65
109 Approval of proposed alteration by registrar 65
110 Alteration by special resolution 66
111 Alteration by resolution of board 66
112 Registration of alteration 67
113 Alteration takes effect only if registered 68
Part 6 Active membership
Division 6.1 Interpretation
114 Meaning of primary activity 69
115 Who is an active member 69
116 What are active membership provisions and resolutions 69
Division 6.2 Rules to contain active membership provisions
117 Number of primary activities required 70
118 Rules to contain active membership provisions 70
119 Factors and considerations for deciding primary activities etc 70
120 Active membership provisions—trading cooperatives 71
121 Regular subscription—active membership of non-trading cooperative 72
Division 6.3 Active membership resolutions
122 Notice of meeting 72
123 Eligibility to vote on active membership resolution 73
124 Eligibility of directors to vote on proposal at board meeting 73
125 Other rights etc of members not affected by div 6.3 73
Division 6.4 Cancellation of membership of inactive members
126 Cancellation of membership of inactive members 74
127 Share to be forfeited if membership cancelled 75
128 Failure to cancel membership—offence by director 75
129 Deferral of forfeiture by board 75
130 Cancellation of membership prohibited in certain circumstances 76
131 Notice of intention to cancel membership 76
132 Supreme Court order against cancellation of membership 77
133 Repayment of amounts owing in relation to cancelled membership 77
134 Interest on deposits and debentures 78
135 Repayment of deposits and debentures 79
136 Register of cancelled memberships 80
Division 6.5 Entitlements of former members of trading cooperatives
137 Application of div 6.5 80
138 Former shareholders taken to be shareholders for certain purposes 80
139 Entitlements of former shareholders on mergers etc 81
140 Set off of amounts repaid etc on forfeited shares 82
141 Entitlement to distribution from reserves 83
142 Registrar may give exemptions for div 6.5 84
Part 7 Shares
Division 7.1 Nature of share in cooperative
143 Nature of share 85
Division 7.2 Disclosure
144 Disclosure to intending shareholders 85
145 Last annual report to be sent with disclosure statement 87
146 Registrar may give exemptions for div 7.2 87
Division 7.3 Issue of shares in cooperative
147 Issue of shares generally 87
148 Minimum paid-up amount 88
149 Shares not to be issued at discount 88
150 Issue of shares at premium 88
151 Joint ownership of shares 89
152 Members may be required to take up additional shares 89
153 Bonus share issues to members 90
154 Restrictions on bonus shares 91
155 Notice of resolution for bonus share issue 91
Division 7.4 Beneficial and non-beneficial interests in shares
156 Notice of non-beneficial ownership at time of transfer 92
157 Notice of non-beneficial ownership not notified at time of transfer 93
158 Registration as beneficial owner of shares notified as non-beneficially transferred 94
159 Notification of change in nature of shareholding 94
160 Presumption of awareness 95
161 Presumption that shares held non-beneficially 95
162 Noting of beneficial and non-beneficial interests in register of members 96
163 Registration as trustee etc on death of owner of shares 96
164 Registration as administrator of estate on incapacity of shareholder 97
165 Registration as official trustee in bankruptcy 97
166 Liabilities of person registered as trustee or administrator 98
167 Notice of trusts in register of members 98
168 No notice of trust except as provided in div 7.4 98
Division 7.5 Sale or transfer of shares
169 Sale or transfer of shares 98
170 Transfer on death of member 99
171 Restriction on total shareholding 99
172 Transfer not effective until registered 100
Division 7.6 Repurchase of shares
173 Purchase and repayment of shares 100
174 Deposit or debentures instead of payment when share repurchased 101
175 Cancellation of shares 102
Part 8 Voting and meetings
Division 8.1 Voting entitlements
176 Application of pt 8 103
177 Voting 103
178 Voting by proxy 103
179 Restriction on voting entitlement under power of attorney 104
180 Restriction on voting by representatives of corporations 104
181 Inactive members not entitled to vote 104
182 Control of right to vote 105
183 Effect of disposal of shares on voting rights 105
184 Effect of relevant share and voting interests on voting rights 105
185 Rights of representatives to vote 106
186 Other rights etc of members not affected by ineligibility to vote 106
187 Vote of disentitled member to be disregarded 106
Division 8.2 Resolutions
188 Decisions generally to be by ordinary resolution 106
189 Ordinary resolutions 107
190 Special resolutions 107
191 Working out majority 108
192 Disallowance by registrar 108
193 Declaration of passing of special resolution 108
194 Effect of special resolution 108
195 Filing of special resolution 109
196 Decision of registrar on application to register special resolution 109
Division 8.3 Resolution by circulated document
197 Application of div 8.3 110
198 Resolution by circulation of document 111
Division 8.4 Postal ballots
199 Postal ballots 111
200 Special postal ballots 112
201 When special postal ballot required 113
202 Holding of postal ballot on requisition 113
203 Expenses involved in postal ballots on requisition 114
Division 8.5 Meetings
204 Annual general meetings 115
205 Special general meetings 115
206 Notice of meetings 115
207 Quorum at meetings 115
208 Decisions at meetings 116
209 Calling of general meeting on requisition 116
210 Minutes 117
Part 9 Management and administration of cooperatives
Division 9.1 Board
211 Board of directors 119
212 Election of directors 119
213 Qualification of directors etc 120
214 Disqualified people 121
215 Meetings of board of directors 123
216 Transaction of business outside meetings 124
217 Deputy directors 124
218 Delegation by board 125
219 Removal etc of directors 125
Division 9.2 Secretary
220 Cooperative to have secretary 126
Division 9.3 Duties and liabilities of directors, officers and employees
221 Meaning of officer in div 9.3 126
222 Officers to act honestly 127
223 Standard of care and diligence required 127
224 Improper use of information or position 128
225 Court may order payment of compensation 129
226 Recovery of damages by cooperative 129
227 Other duties and liabilities not affected 129
228 Indemnification of officers and auditors 130
229 Application of Corporations Act—officers of cooperatives 131
Division 9.4 Employee entitlements
230 Application of Corporations Act—entitlements of cooperative employees 132
Division 9.5 Restrictions on directors and officers
231 Directors remuneration and financial accommodation to officers 132
232 Financial accommodation to directors and associates 133
233 Restriction on directors of certain cooperatives selling land to cooperative 135
234 Management contracts 136
Division 9.6 Declaration of interests
235 Declaration of interest 136
236 Declarations must be recorded in minutes 138
237 Div 9.6 does not affect other laws or rules of cooperative 138
238 Certain interests need not be declared 139
Division 9.7 Financial statements, reports and audit
239 Meaning of control and entity for div 9.7 139
240 Requirements for financial records, statements and reports 140
241 Registrar may give exemptions for pt 9 142
242 Disclosure by directors 142
243 Protection of auditors etc 143
244 Financial year of cooperative 143
Division 9.8 Registers, records and returns
245 Registers to be kept by cooperatives 144
246 Location of registers 145
247 Inspection of registers etc 145
248 Use of information on registers 147
249 Notice of appointment etc of directors and officers 147
250 Annual report to be filed with registrar 148
251 List of members to be provided at request of registrar 149
252 Special return to be provided at request of registrar 149
Division 9.9 Name and registered office
253 Name to include certain matter 149
254 Use of abbreviations 150
255 Name to appear on business documents etc 150
256 Change of name of cooperative 152
257 Registered office of cooperative 153
Part 10 Funds and property
Division 10.1 Power to raise money
258 Meaning of obtaining financial accommodation in div 10.1 154
259 Fundraising to be in accordance with regulations 154
260 Limits on deposit taking 154
261 Members etc not required to see to application of financial accommodation 155
262 Registrar’s directions about fundraising 155
263 Subordinated debt 156
264 Application of Corporations Act—issue of debentures 156
265 Disclosure statement for debentures issue 157
266 Approval of board for transfer of debentures 158
267 Application of Corporations Act—reissue of redeemed debentures 158
268 Compulsory loan by member to cooperative 158
269 Interest payable on compulsory loan 160
Division 10.3 Receivers and other controllers of property of cooperatives
271 Receivers and other controllers of property of cooperatives 160
Division 10.4 Disposal of surplus from activities
272 Keeping of surplus for benefit of cooperative 161
273 Application for charitable purposes or members purposes 161
274 Distribution of surplus or reserves to members 161
275 Application of surplus to other people 162
Division 10.5 Acquisition and disposal of assets
276 Acquisition and disposal of assets 163
Part 11 Restrictions on acquisition of interests in trading cooperatives
Division 11.1 Restrictions on share and voting interests
277 Notice required to be given of voting interest 165
278 Notice required to be given of substantial share interest 165
279 Requirements for notices under div 11.1 166
280 Maximum permissible level of share interest 166
281 Shares to be forfeited to remedy contravention 167
282 Powers of board in relation to suspected contravention 167
283 Powers of Supreme Court in relation to contravention 168
284 Cooperative to tell registrar about certain high share holdings 169
285 Cooperative to keep register of notifiable interests 169
286 Unlisted companies to provide list of shareholders etc 170
287 Excess share interest not to affect loan liability 171
288 Extent of operation of div 11.1 171
289 Registrar may give exemptions for div 11.1 171
Division 11.2 Restrictions on certain share offers
290 Share offers to which div 11.2 applies 172
291 Requirements to be satisfied before share offer may be made 173
292 Some offers totally prohibited if they discriminate 173
293 Offers to be submitted to board first 173
294 Announcements of proposed takeovers affecting proposed company 174
295 Additional disclosure requirements for offers involving conversion to company 176
296 Consequences of prohibited offer 176
297 Registrar may give exemptions for div 11.2 177
Part 12 Mergers, transfers of engagements and winding-up
Division 12.1 Mergers and transfers of engagements
298 Application of div 12.1 178
299 Mergers and transfers of engagements of local cooperatives 178
300 Requirements before making application for merger etc approval 178
301 Disclosure statement required for div 12.1 179
302 Making application for merger approval etc 180
303 Approval of merger 180
304 Approval of transfer of engagements 181
305 Transfer of engagements by direction of registrar 181
Division 12.2 Transfer of registration or incorporation
306 Meaning of new body and transfer in div 12.2 183
307 Application for transfer of registration etc 183
308 Requirements before making application for transfer of registration etc 184
309 Transfer of registration not to impose greater liability etc 185
310 Effect of new certificate of registration etc 185
311 New body ceases to be registered as cooperative 186
312 New body is continuation of cooperative 186
313 Stamp duty on transfer of registration etc 186
Division 12.3 Winding-up and deregistration
314 Methods of winding-up 186
315 Winding-up on registrar’s certificate 187
316 Method of deregistration 187
317 Application of Corporations Act—winding-up and deregistration of cooperatives 188
318 Restrictions on voluntary winding-up 190
319 Beginning of members’ voluntary winding-up 191
320 Distribution of surplus—non-trading cooperatives 191
321 Liquidator—vacancy may be filled by registrar 191
322 Review of liquidator’s remuneration 191
323 Liability of member to contribute in winding-up where shares forfeited etc 192
Division 12.4 Administration of cooperatives
324 Application of Corporations Act—administration of cooperatives 193
Division 12.5 Appointment of administrator
325 Appointment of administrator 193
326 Effect of appointment of administrator 194
327 Termination of appointment of administrator 194
328 Expenses of administration 196
329 Liabilities arising from administration 196
330 Additional powers of registrar in relation to administration 197
331 Stay of proceedings on appointment of administrator 198
332 Administrator to report to registrar 198
Division 12.6 Effect of merger, transfer of engagements and transfer of incorporation
333 How div 12.6 applies to merger 198
334 How div 12.6 applies to transfer of engagements 199
335 How div 12.6 applies to transfer of incorporation 199
336 Effect of merger etc on assets, liabilities etc 199
337 Certain instruments not liable to stamp duty etc 201
Division 12.7 Miscellaneous
338 Application of Corporations Act—insolvent cooperatives 201
338A Grounds for winding-up, transfer of engagements, appointment of administrator 201
Part 13 Arrangements and reconstructions
Division 13.1 General requirements
339 Requirements for binding compromise or arrangement 203
340 Supreme Court ordered meeting of creditors 204
341 Registrar to be given notice and opportunity to make submissions 204
342 Results of 2 or more meetings 205
343 People disqualified from administering compromise etc 206
344 Application of sch 4 and Corporations Act—person appointed to administer compromise etc 207
345 Copy of order to be attached to rules 207
346 Directors to arrange for reports in relation to compromise etc 208
347 Power of Supreme Court to restrain further proceedings 208
348 Supreme Court need not approve compromise or arrangement takeovers 209
Division 13.2 Explanatory statements
349 Explanatory statement required to accompany notice of meeting etc 209
350 Requirements for explanatory statement 210
351 Contravention of div 13.2—offence by cooperative etc 211
352 Provisions for facilitating reconstructions and mergers 212
Division 13.3 Acquisition of shares of dissenting shareholders
353 Definitions for div 13.3 213
354 Schemes and contracts to which div 13.3 applies 214
355 Acquisition of shares under notice to dissenting shareholder 214
356 Restrictions when excluded shares exceed 10% 215
357 Remaining shareholders may require acquisition 216
358 Transfer of shares in accordance with compulsory acquisition 217
359 Disposal of consideration for shares compulsorily acquired 218
Division 13.4 Miscellaneous
360 Notice of appointment of scheme manager 218
361 Power of Supreme Court to require reports in relation to proposed compromise etc 219
362 Effect of out‑of‑jurisdiction compromise or arrangement 219
363 Jurisdiction to be exercised in harmony with Corporations Act jurisdiction 220
364 Registrar may appear in pt 13 proceedings 220
Part 14 Foreign cooperatives
Division 14.1 Introductory
365 Definitions for pt 14 221
366 Declaration of cooperatives laws 221
Division 14.2 Registration of foreign cooperatives
367 Operation of foreign cooperatives in ACT 222
368 What constitutes carrying on business in ACT 222
369 Application for registration of participating cooperative 223
370 Application for registration of nonparticipating cooperative 224
371 Registrar to approve rules of nonparticipating cooperative 225
372 Name of foreign cooperative 225
373 Registration of foreign cooperative 225
374 Application of Act to foreign cooperatives 226
375 Registrar to be told of certain changes in relation to foreign cooperatives 226
376 Balance sheets of foreign cooperatives 227
377 Cessation of business by foreign cooperatives 228
378 Cooperative proposing to register as foreign cooperative 228
Division 14.3 Mergers and transfers of engagements
379 Definitions for div 14.3 229
380 Authority for merger or transfer of engagements 229
381 Requirements before application may be made 230
382 Disclosure statement required for certain mergers etc 231
383 Making application for approval of merger etc 232
384 Approval of merger 233
385 Approval of transfer of engagements 234
386 Effect of merger or transfer of engagements 235
387 Div 14.3 applies instead of certain other provisions of Act 237
Part 15 Supervision and protection of cooperatives
Division 15.1 Supervision and inspection
388 Definitions for div 15.1 238
389 Cooperative includes subsidiaries, foreign cooperatives and cooperative ventures 238
390 Appointment of inspectors 239
391 Registrar and investigators have functions of inspectors 239
392 Inspector’s identity card 239
393 Inspectors may require certain people to appear, answer questions and produce documents 239
394 Inspector’s powers of entry 240
395 Powers of inspectors on premises entered 242
396 Functions of inspectors in relation to relevant documents 242
397 Offence—failing to comply with requirements of inspector etc 243
398 Self-incrimination in relation to requirements under div 15.1 244
399 Search warrants 245
400 Copies or extracts of records to be admitted in evidence 246
401 Client legal privilege in relation to requirements under div 15.1 246
402 Police aid for inspectors 247
Division 15.2 Inquiries
403 Definitions for div 15.2 248
404 Appointment of investigators 249
405 Powers of investigators 249
406 Examination of involved person 250
407 Client legal privilege of involved person who is a lawyer 251
408 Offences by involved person 252
409 Offences relating to documents 253
410 Record of examination 253
411 Report of investigator 254
412 Proceedings following inquiry 255
413 Admission of investigator’s report as evidence 256
414 Costs of inquiry 256
Division 15.3 Prevention of fraud and certain other conduct
415 Falsification of records 257
416 Fraud or misappropriation 257
417 Offering or paying commission 258
418 Accepting commission 258
419 False statements in loan application etc 259
Division 15.4 Miscellaneous powers of registrar
420 Application for special meeting or inquiry 260
421 Holding of special meeting 260
422 Expenses of special meeting or inquiry 261
423 Power to hold special inquiry into cooperative 261
424 Special meeting following inquiry 261
425 Information and evidence 261
426 Extension or shortening of time 262
427 Power of registrar to intervene in proceedings 262
Part 16 Administration of Act
Division 16.1 Registrar
428 Appointment of registrar 263
429 Registrar’s functions 263
430 Deputy registrar and other staff 263
431 Delegation by registrar 264
432 Register of cooperatives 264
433 Keeping of registers etc 264
434 Disposal of records by registrar 265
435 Inspection of cooperatives register etc 265
436 Approvals by registrar 266
437 Filing of documents 266
438 Method of filing 266
439 Power of registrar to refuse to register or reject documents 267
Division 16.2 Evidence
440 Certificate of registration 267
441 Certificate evidence 268
442 Records kept by cooperatives 268
443 Minutes 269
444 Official certificates 269
445 Evidence of rules 270
446 Evidence of particulars in certain registers 270
Part 17 Offences and proceedings
447 Offences by officers of cooperatives 271
448 Notice to be given of finding of guilt for offence 271
449 Secrecy 271
451 Use of word cooperative etc 273
451A Contravention of s 451 275
452 Further offence for continuing failure to do required act 275
453 Civil remedies 276
454 Injunctions 276
455 Proceedings for recovery of fines etc under cooperative rules 278
Part 18 Notification and review of decisions
456 Meaning of reviewable decision—pt 18 279
457 Reviewable decision notices 279
458 Applications for review 279
Part 19 Miscellaneous
459 Exemption from stamp duty for certain instruments 280
460 Cooperative ceasing to exist 280
461 Service of documents on foreign cooperative 280
462 Service on member of cooperative 281
463 Reciprocal arrangements 281
464 Translations of documents 282
465 Determination of fees 282
466 Approved forms 282
467 Guidelines about exercise of registrar’s functions 282
468 References to Co-operatives Societies Act etc 283
469 Regulation-making power 283
Schedule 1 Associates and relevant interests 285
Part 1.1 Associates 285
1.1 Effect of pt 1.1 285
1.2 Associates of a corporation 285
1.3 Matters relating to voting rights 285
1.4 Meaning of associate of a person 286
1.5 Exclusions 287
Part 1.2 Relevant interests 288
1.6 Interpretation of pt 1.2 288
1.7 Effect of pt 1.2 288
1.8 Basic rules—relevant interests 288
1.9 Control of corporation having power in relation to a share etc 289
1.10 Control of 20% of voting power in corporation having power in relation to a share etc 289
1.11 Deemed relevant interest in advance of performance of agreement that will give rise to a relevant interest 290
1.12 Control of corporation having a relevant interest because of s 1.11 290
1.13 Matters not affecting application of pt 1.2 291
1.14 Corporation may have a relevant interest in its own shares 292
1.15 Exclusions—moneylenders 292
1.16 Exclusions—certain trustees 292
1.17 Exclusions—instructions to securities dealer to dispose of share 292
1.18 Exclusions—honorary proxies 293
1.19 Exclusions—holders of prescribed offices 293
1.20 Prescribed exclusions 293
1.21 Relevant interest etc—corporation other than cooperative 293
Schedule 2 Matters for which rules must make provision 294
2.1 Requirements for all cooperatives 294
2.2 Additional matters—cooperatives with share capital 296
2.3 Additional matters—non-trading cooperatives 297
Schedule 4 Receivers, and other controllers, of property of cooperatives 298
4.1 Definitions for sch 4 298
4.3 People not to act as receivers 300
4.4 Supreme Court may declare whether controller validly acting 300
4.5 Liability of controller 301
4.6 Liability of controller under pre-existing agreement about property used by cooperative 302
4.7 Powers of receiver 304
4.8 Controller’s duty of care in exercising power of sale 306
4.9 Supreme Court may authorise managing controller to dispose of property despite prior charge 306
4.10 Receiver’s power to carry on cooperative’s business during winding-up 308
4.11 Controller’s duties in relation to bank accounts and financial records 309
4.12 Managing controller to report within 2 months about cooperative’s affairs 310
4.13 Reports by receiver 311
4.14 Supervision of controller 313
4.15 Controller may apply to Supreme Court 314
4.16 Supreme Court may fix receiver’s remuneration 314
4.17 Controller has qualified privilege in certain cases 315
4.18 Notification of appointment of controller etc 315
4.19 Statement that receiver appointed or other controller acting 317
4.20 Officers to report to controller about cooperative’s affairs 317
4.21 Controller may require reports 319
4.22 Controller may inspect books 321
4.23 Filing controller’s financial statements 321
4.24 Payment of certain debts, out of property subject to floating charge, in priority to claims under charge 324
4.25 Enforcement of controller’s duty to make returns etc 326
4.26 Supreme Court may remove controller for misconduct 327
4.27 Supreme Court may remove redundant controller 327
4.28 Effect of s 4.26 and s 4.27 328
Schedule 5 Reviewable decisions 329
Dictionary331
Endnotes
1 About the endnotes 341
2 Abbreviation key 341
3 Legislation history 342
4 Amendment history 345
5 Earlier republications 350
Cooperatives Act 2002
An Act to make provision in relation to cooperatives, and for other purposes
Part 1Preliminary
Division 1.1 Introductory
Name of Act
This Act is the Cooperatives Act 2002.
Objects
The objects of this Act are to—
(a)enable the formation, registration and operation of cooperatives; and
(b)promote cooperative philosophy, principles, practices and objectives; and
(c)protect the interests of cooperatives, their members and the public in the operations and activities of cooperatives; and
(d)ensure that the directors of cooperatives are accountable for their actions and decisions to the members of cooperatives; and
(e)encourage and facilitate self-management by cooperatives at all levels; and
(f)encourage the development, integration and strengthening of cooperatives at local, regional, national and international levels by supporting and fostering Territory, State and national peak organisations and cooperative instrumentalities.
Division 1.2 Interpretation
Dictionary
The dictionary at the end of this Act is part of this Act.
Note1 The dictionary at the end of this Act defines certain terms used in this Act, and includes references (signpost definitions) to other words and expressions defined elsewhere in this Act or in other legislation.
For example, the signpost definition ‘company—see the Corporations Act, section 9.’ means that the word ‘company’ is defined in that section and the definition applies to this Act.
Note 2A definition in the dictionary (including a signpost definition) applies to the entire Act unless the definition, or another provision of the Act, provides otherwise or the contrary intention otherwise appears (see Legislation Act, s 155 and 156 (1)).
Notes
A note included in this Act is explanatory and is not part of this Act.
NoteSee the Legislation Act, s 127 (1), (4) and (5) for the legal status of notes.
Qualified privilege
(1)A provision of this Act that provides to the effect that a person has qualified privilege in relation to something means that the person, in relation to the thing—
(a)has qualified privilege in a proceeding for defamation; or
(b)is not, in the absence of malice on the person’s part, liable to an action for defamation.
(2)In subsection (1):
malice includes—
(a)ill will towards the person concerned; and
(b)any other improper motive.
(3)Nothing in this section or in a provision of a kind mentioned in subsection (1) limits or affects any right, privilege or immunity that a person has, apart from this section or such a provision, as defendant in an action, or other proceeding, for defamation.
Interpretation to promote cooperative principles
In the interpretation of a provision of this Act, a construction that would promote the cooperative principles is to be preferred to a construction that would not promote the cooperative principles.
Division 1.3 Cooperative principles
Cooperative principles
The cooperative principles are the following principles:
Voluntary and open membership
Cooperatives are voluntary organisations, open to all people able to use their services and willing to accept the responsibilities of membership, without gender, social, racial, political or religious discrimination.
Democratic member control
Cooperatives are democratic organisations controlled by their members, who actively participate in setting their policies and making decisions. Men and women serving as elected representatives are accountable to the membership. In primary cooperatives, members have equal voting rights (1 member, 1 vote) and cooperatives at other levels are organised in a democratic manner.
Member economic participation
Members contribute equitably to, and democratically control, the capital of their cooperative. At least part of that capital is usually the common property of the cooperative. They usually receive limited compensation (if any) on capital subscribed as a condition of membership. Members allocate surpluses for any or all of the following purposes:
(a)developing the cooperative, possibly by setting up reserves, part of which at least would be indivisible;
(b)benefiting members in proportion to their transactions with the cooperative;
(c)supporting other activities approved by the membership.
Autonomy and independence
Cooperatives are autonomous, self-help organisations controlled by their members. If they enter into agreements with other organisations (including governments) or raise capital from external sources, they do so on terms that ensure democratic control by their members and maintain their cooperative autonomy.
Education, training and information
Cooperatives provide education and training for their members, elected representatives, managers and employees so they can contribute effectively to the development of their cooperatives. They inform the general public, particularly young people and opinion leaders, about the nature and benefits of cooperation.
Cooperation among cooperatives
Cooperatives serve their members most effectively and strengthen the cooperative movement by working together through local, national, regional and international structures.
Concern for the community
While focusing on members’ needs, cooperatives work for the sustainable development of their communities through policies accepted by their members.
Division 1.4 Application of Corporations Act generally
Regulation may apply certain provisions of Corporations Act
A regulation may apply, with any prescribed changes, a provision of the Corporations Act to cooperatives if the provision does not apply to cooperatives of its own force or by operation of this Act.
Corporations Act provisions applied by this Act
(1)A provision of the Corporations Act applied by this Act in relation to cooperatives is taken to be part of this Act.
NoteA reference to an Act includes a reference to the statutory instruments made or in force under the Act, including regulations (see Legislation Act, s 104).
(2)If—
(a)a provision of this Act (the application provision) applies provisions of the Corporations Act (the applied provisions) to cooperatives; and
(b)some parts of the applied provisions apply to cooperatives of their own force; and
(c)other parts of the applied provisions do not apply to cooperatives of their own force;
the application provision applies only the parts mentioned in paragraph (c).
(3)If a provision of the Corporations Act is applied by any provision of this Act, neither the applied provision nor the applying provision gives power to the Australian Securities and Investments Commission to administer the applied provision for this Act.
Interpretation of applied provisions of Corporations Act
(1)A provision of the Corporations Act applied by this Act is taken to apply with—
(a)any changes provided by this Act; and
(b)any other changes that may be necessary or desirable for the effective application of the Act.
NoteA reference to an Act includes a reference to the statutory instruments made or in force under the Act, including regulations (see Legislation Act, s 104).
(2)In particular—
(a)a reference to—
(i)articles or memorandum of association; or
(ii)constitution; or
(iii)replaceable rules;
is a reference to rules; and
(b)a reference to a company is a reference to a cooperative; and
(c)a reference to ASIC is a reference to the registrar; and
(d)a cross-reference to another provision of the Corporations Act is, if the cross-reference is not appropriate (because, for example, the provision cross-referred to is not among the provisions applied)—
(i)if there is a corresponding provision of this Act—a cross-reference to that provision; or
(ii)in any other case—to be disregarded; and
(e)a reference to notification (however described) in the Gazette is a reference to notification under the Legislation Act; and
(f)a reference to the Commonwealth is a reference to the Territory; and
(g)any provision of the Corporations Act applied by this Act that is not relevant to cooperatives, or that cannot be applied to cooperatives, is to be ignored.
(3)In applying subsection (2) (e) to an instrument, the instrument is taken to be a notifiable instrument.
NoteA notifiable instrument must be notified under the Legislation Act.
(4)A regulation may make changes that are necessary or desirable for the effective operation of the applied provisions of the Corporations Act, and the changes take effect accordingly (except to the extent of any inconsistency with this Act).
(5)The definitions of words and expressions and other interpretative provisions contained in the Corporations Act apply in relation to provisions of the Corporations Act applied by this Act.
(6)This section has effect subject to any specific requirements of provisions of this Act that apply provisions of the Corporations Act.
Implied application of regulations and other provisions of Corporations Act
(1)If a provision of this Act applies a provision (the applied provision) of the Corporations Act to cooperatives, the following provisions are also applied by force of this section and are taken to be part of this Act:
(a)the provisions of any regulation (an applied regulation) from time to time in force under the applied provision;
(b)any provision of the Corporations Act that creates an offence in relation to a contravention of the applied provision;
(c)the provisions of the Corporations Act, part 9.4B (Civil consequences of contravening civil penalty provisions) for a provision of the Corporations Act applied by this Act that is a civil penalty provision within the meaning of that part.
NoteA reference to an Act includes a reference to the statutory instruments made or in force under the Act, including regulations (see Legislation Act, s 104).
(2)A regulation may prescribe changes to any of the provisions applied by subsection (1) for their application under this section, and the provisions apply subject to the prescribed changes.
(3)If a provision of the Corporations Act or the regulations under that Act applied by this Act (including under this section) creates an offence and the penalty for that offence is provided in another provision (the penalty provision) of the Corporations Act or those regulations, the penalty provision is taken to be part of this Act for the purpose of deciding the maximum penalty applying to the offence.
Effect of amendments to applied provisions of Corporations Act
(1)A provision of the Corporations Act applied by this Act applies as in force from time to time.
(2)If a group of provisions of the Corporations Act is applied by this Act (whether by the application of a chapter, part, division or otherwise), and the Corporations Act is amended to insert a new provision into the group of provisions, the new provision forms part of the group of provisions applied by this Act.
(3)Subsection (2) is subject to any changes prescribed by regulation.
Effect of applied provisions of Corporations Act
For this Act, a provision of the Corporations Act applied by a provision of this Act (the application provision) is taken to be adopted by the application provision.
Division 1.5 Application of Corporations Act—excluded matter
Excluded matter
(1)A cooperative is declared to be an excluded matter for the purposes of the Corporations Act, section 5F in relation to the whole of the Corporations legislation to which the Corporations Act, part 1.1A (Interaction between Corporations Legislation and State and Territory laws) applies, other than to the extent specified in subsections (3) to (5).
NoteThis section ensures that neither the Corporations Act nor the ASIC Act, pt 3 will apply in relation to a cooperative, other than to the extent specified in this section. The Corporations Act, s 5F provides that, if a State or territory law declares a matter to be an excluded matter in relation to all or part of the Corporations legislation to which the Corporations Act, pt 1.1A applies (see s 5D), that legislation does not apply, except to the extent specified, in relation to that matter in the State or Territory. However, other provisions of this Act apply certain provisions of the Corporations Act to cooperatives as ACT laws.
(2)Without limiting subsection (1) and to remove any doubt, an act or omission by an entity in relation to a cooperative is declared to be an excluded matter for the purposes of the Corporations Act, section 5F in relation to the whole of the Corporations legislation to which the Corporations Act, part 1.1A applies, other than to the extent specified in subsections (3) to (5).
(3)Subsections (1) and (2) do not exclude the application of the following provisions of the Corporations legislation to cooperatives to the extent that those provisions would otherwise apply to them:
(a)provisions that relate to anything that the regulations provide is not to be excluded from the operation of the Corporations legislation;
(b)provisions that relate to the role of a cooperative in the formation of a company;
(c)provisions that relate to substantial shareholdings, by or involving a cooperative, in a company;
(d)provisions that give functions to a cooperative as a member, or former member, of a corporation;
(e)provisions relating to dealings by a cooperative in securities of a body corporate, other than securities of the cooperative itself;
(f)provisions that give functions to a cooperative in its dealings with a corporation, other than dealings in securities of the cooperative;
(g)provisions that relate to securities of a cooperative, other than shares in, debentures of or deposits with a cooperative;
(h)provisions relating to derivatives;
(i)provisions relating to—
(i)financial services licensees (within the meaning of the Corporations Act, section 761A) whose licence covers dealing in, or providing advice about, securities; or
(ii)regulated principals (within the meaning of the Corporations Act, section 1430) when dealing in, or providing advice about, securities as authorised by that Act, part 10.2 (Transitional provisions relating to the Financial Services Reform Act 2001), division 1, subdivision D;
(j)provisions relating to the carrying on of a financial services business (within the meaning of the Corporations Act, section 761A) relating to securities;
(k)provisions relating to financial statements and audits of financial statements, of—
(i)financial services licensees (within the meaning of the Corporations Act, section 761A) whose licence covers dealing in, or providing advice about, securities; or
(ii)regulated principals (within the meaning of the Corporations Act, section 1430) when dealing in, or providing advice about, securities as authorised by that Act, part 10.2 (Transitional provisions relating to the Financial Services Reform Act 2001), division 1, subdivision D;
(l)provisions relating to money and scrip of clients of—
(i)financial services licensees (within the meaning of the Corporations Act, section 761A) whose licence covers dealing in, or providing advice about, securities; or
(ii)regulated principals (within the meaning of the Corporations Act, section 1430) when dealing in, or providing advice about, securities as authorised by that Act, part 10.2 (Transitional provisions relating to the Financial Services Reform Act 2001), division 1, subdivision D;
(m)provisions relating to registers of interests in securities.
(4)To remove any doubt, subsections (1) and (2) do not exclude the operation of the following provisions of the Corporations Act, except in relation to shares in, debentures of or deposits with a cooperative:
(a)part 1.2A (Disclosing entities);
(b)chapter 2L (Debentures);
(c)chapter 6D (Fundraising);
(d)part 7.10 (Market misconduct and other prohibited conduct relating to financial products and financial services).
(5)If a cooperative is directed by an order of the Supreme Court under section 88 (i) (Orders that Supreme Court may make) to become registered as a company under the Corporations Act, subsections (1) and (2) do not exclude the application of that Act to the cooperative to the extent necessary for the cooperative to be registered as a company under that Act, chapter 5B (Bodies corporate registered as companies, and registrable bodies).
Part 2Formation
Division 2.1 Types of cooperatives
Types of cooperatives
(1)A body may be registered under this Act as a cooperative.
(2)A cooperative may be—
(a)a trading cooperative; or
(b)a non-trading cooperative.
Trading cooperatives
(1)A trading cooperative must have a share capital.
(2)A trading cooperative is a cooperative with rules that allow it to give returns or distributions on surplus or share capital.
(3)A trading cooperative must have a membership of—
(a)for an association—2 or more cooperatives; and
(b)for a federation—2 or more associations; and
(c)for any other trading cooperative—
(i)if a number of active members less than 5 is prescribed by regulation for this paragraph—at least that number of active members; or
(ii)in any other case—5 or more active members.
Non-trading cooperatives
(1)A non-trading cooperative is a cooperative with rules that prohibit it from giving returns or distributions on surplus or share capital to members, other than the nominal value of shares (if any) at winding‑up.
(2)A non-trading cooperative may have a share capital.
(3)A non-trading cooperative must have a membership of—
(a)for an association—2 or more cooperatives; and
(b)for a federation—2 or more associations; and
(c)for any other non-trading cooperative—
(i)if a number of active members less than 5 is prescribed by regulation for this paragraph—at least that number of active members; or
(ii)in any other case—5 or more active members.
Division 2.2 Formation meeting
Formation meeting
(1)Before a proposed cooperative (other than an existing corporation) can be registered, a formation meeting must be held in accordance with this section.
(2)At the formation meeting—
(a)subject to section 20 (8), a disclosure statement approved under section 20 must be presented to the meeting; and
(b)the proposed rules of the cooperative approved under section 21 in relation to the proposed cooperative, and including active membership provisions in accordance with part 6, must be passed by 2/3 of the proposed members of the proposed cooperative attending the meeting; and
(c)the proposed members of the proposed cooperative must sign the application for membership; and
(d)the proposed members must elect the first directors of the proposed cooperative in accordance with the proposed rules; and
(e)the proposed members must authorise a person—
(i)to apply to the registrar for registration of the proposed cooperative; and
(ii)to do anything necessary to have the proposed cooperative registered.
NoteIf a form is approved under s 466 for an application for membership, the form must be used.
(3)The formation meeting must be held—
(a)for an association—by not fewer than 2 suitably qualified cooperatives; and
(b)for a federation—by not fewer than 2 suitably qualified associations; and
(c)for any other organisation—by not fewer than 5 people (or, if a lesser number is prescribed by regulation, not fewer than that number of people), each of whom is suitably qualified to be a member of the proposed cooperative.
(4)For subsection (3), a person is suitably qualified to be a member if—
(a)there are reasonable grounds to believe the person will be an active member of the proposed cooperative; and
(b)for an individual—the person is at least 18 years old; and
(c)the person satisfies the requirements for membership under the proposed rules.
(5)Each cooperative forming a proposed association and each association forming a proposed federation may be represented at the formation meeting by a single person.
Division 2.3 Approval of disclosure statement and rules
Approval of disclosure statement
(1)A draft disclosure statement of a proposed cooperative (the draft statement) must be submitted to the registrar at least 28 days (or, if the registrar allows a shorter period, that period) before the formation meeting of the proposed cooperative is proposed to be held.
(2)For a proposed trading cooperative, the draft statement must contain the information necessary to ensure that prospective members are adequately informed of the nature and extent of a person’s financial involvement or liability as a member of the cooperative, including, so far as applicable—
(a)the estimated costs of formation; and
(b)the nature of the proposed membership of the cooperative; and
(c)the rights and liabilities attaching to shares in the proposed cooperative (including the capital required for the cooperative); and
(d)the projected income and expenditure of the cooperative for its first year of operation; and
(e)information about any contracts required to be entered into by the cooperative; and
(f)any other information that the registrar, by notice, requires.
(3)For a proposed trading cooperative, the draft statement must not include a statement purporting to be made by an expert or to be based on a statement made by an expert unless—
(a)the expert has given, and has not withdrawn, the expert’s written consent to the submission of the draft statement with the statement included in the form and context in which it is included; and
(b)there appears in the draft statement a statement that, at the time of preparation of the statement, the expert has given, and has not withdrawn, the expert’s consent.
(4)For a proposed non-trading cooperative, the draft statement must contain the information that the registrar, by written notice, requires.
NoteIf a form is approved under s 466 for a draft statement, the form must be used.
(5)The registrar may, by notice—
(a)approve the draft statement as submitted; or
(b)amend the draft statement, or require a stated amendment of the draft statement and then approve the amended draft statement; or
(c)approve a statement different from the draft statement as submitted; or
(d)refuse to approve the draft statement; or
(e)require the person submitting the draft statement to give the registrar any additional information that the registrar reasonably requires and then act under paragraph (a), (b), (c) or (d).
(6)Approval under subsection (5) (a), (b) or (c) may be given—
(a)at any time before the formation meeting is held; and
(b)subject to the conditions (if any) the registrar states in the notice of approval.
(7)The registrar is taken to have approved the draft statement as submitted to the registrar unless, at least 5 days before the formation meeting is proposed to be held, the registrar gives—
(a)a notice under subsection (5); or
(b)notice that the registrar is still considering the matter.
(8)For a particular proposed non-trading cooperative, the registrar may, by notice, and subject to the conditions (if any) that the registrar states in the notice, dispense with the requirement to present a disclosure statement to the formation meeting.
(9)Notice by the registrar under this section must be given to the person who submitted the draft statement (the applicant), or to someone else nominated in writing to the registrar by the applicant for the purpose of receiving the notice.
Approval of rules
(1)A draft of the rules proposed for the cooperative (including active membership provisions in accordance with part 6) must be submitted to the registrar at least 28 days (or, if the registrar allows a shorter period, that period) before the formation meeting is proposed to be held.
(2)The proposed rules must—
(a)comply with sections 102 (Content of rules—generally) and section 103 (Other requirements about contents of rules etc); and
(b)if the rules contain any alterations of the model rules—be accompanied by a statement setting out the alterations and the reasons for the alterations.
Note 1If a form is approved under s 466 for proposed rules, the form must be used.
Note 2If the rules do not provide for a matter included in the model rules, the provision of the model rules is taken to be included in the rules (see s 106 (3))
(3)The registrar may—
(a)approve the rules as submitted; or
(b)approve rules different from the rules as submitted; or
(c)refuse to approve the rules.
(4)The registrar approves the rules by giving notice of the approval of the rules to the person who submitted them to the registrar.
(5)The registrar must give notice of the refusal to approve the rules to the person who submitted the rules to the registrar.
Division 2.4 Registration of proposed cooperative
Application for registration of proposed cooperative
(1)An application for registration of a proposed cooperative (other than an existing corporation) must—
(a)be signed by—
(i)for an association or federation—at least 2 directors; and
(ii)for any other organisation—at least 5 suitably qualified members (including 2 directors elected at the formation meeting); and
(b)be accompanied by—
(i)2 copies of the proposed rules signed and certified by the people who acted as chairperson and secretary at the formation meeting; and
(ii)for a proposed trading cooperative—a copy of the disclosure statement presented to the formation meeting signed and certified by the people who acted as chairperson and secretary at the formation meeting; and
(iii)a statement listing the name, address, occupation and place and date of birth of each director; and
(iv)any other particulars that the registrar may require in a particular case.
Note 1A fee may be determined under s 465 for this subsection.
Note 2If a form is approved under s 466 for an application, the form must be used.
(2)The application must be filed with the registrar within—
(a)2 months after closure of the formation meeting for the proposed cooperative; or
(b)if the registrar, in writing, allows a longer period—that longer period.
Registration of proposed cooperative and its rules
(1)The registrar must register a proposed cooperative as a cooperative, and register its rules, if—
(a)an application is made under this division for registration of the proposed cooperative; and
(b)the registrar is satisfied it meets the requirements for registration mentioned in subsection (2).
(2)The requirements for registration of the proposed cooperative under this division are as follows:
(a)the proposed rules of the proposed cooperative must be the rules approved by the registrar under section 21;
(b)the requirements of this Act must have been complied with in relation to the proposed cooperative and compliance must be likely to continue;
(c)the proposed cooperative must be designed to function in accordance with the cooperative principles or, if it is not designed to function entirely in accordance with the cooperative principles, the registrar must be satisfied that there are special reasons why the cooperative should be registered under this Act;
(d)there must be no reasonable cause for refusing registration of the proposed cooperative.
(3)If the registrar is not satisfied that the requirements for registration of the proposed cooperative as a cooperative have been met, the registrar must—
(a)refuse to register the proposed cooperative and its rules; and
(b)give to the applicant notice setting out the reasons for the refusal.
Incorporation of proposed cooperative and certificate of registration
(1)The incorporation of the cooperative takes effect on the registration of the cooperative.
(2)On the registration of the cooperative, the registrar must issue a certificate of registration.
Division 2.5 Registration of existing corporation
Existing corporation can be registered
A corporation (other than a cooperative taken to be registered under this Act) may apply to the registrar to be registered as a cooperative under this Act if the corporation is—
(a)incorporated or registered, or taken to be registered, under the Corporations Act; or
(b)incorporated or registered under any other law relating to the incorporation or registration of corporations.
Formation meeting for corporation
(1)Before applying for registration as a cooperative, the corporation must pass a special resolution in accordance with its articles of association or rules approving of—
(a)the proposed registration; and
(b)any alterations of its existing memorandum and articles of association or rules necessary to allow the corporation to comply with this Act.
(2)At the meeting to pass the special resolution—
(a)the proposed rules of the proposed cooperative approved under section 21, and including active membership provisions in accordance with part 6, must also be passed by special resolution; and
(b)for a proposed trading cooperative—a disclosure statement approved under section 20 must be presented to the meeting.
Application for registration by corporation
An application for registration must be accompanied by—
(a)a written declaration signed by the directors or the committee of management of the corporation stating that at a meeting of the directors or committee they formed the opinion that the corporation will be able to pay its debts as they fall due; and
(b)a report about the affairs of the corporation that shows its assets and liabilities, made up to the latest practicable date before the application; and
(c)a copy of the memorandum and articles of association or rules of the corporation in force at the date of the application; and
(d)2 copies of the proposed rules of the cooperative, as provided for by the special resolution; and
(e)for a proposed trading cooperative—a copy of the disclosure statement presented to the formation meeting held under section 26, signed and certified by the directors or committee of management of the corporation; and
(f)a list containing the name, address, occupation and place and date of birth of each director; and
(g)evidence to the satisfaction of the registrar of the incorporation of the corporation; and
(h)any other particulars that the registrar may require in a particular case.
Note 1A fee may be determined under s 465 for this subsection.
Note 2If a form is approved under s 466 for an application or report, the form must be used.
Requirements for registration of corporation
(1)The registrar must register a corporation as a cooperative, and register its rules, if—
(a)an application is made under this division for registration of the cooperative; and
(b)the registrar is satisfied it meets the requirements for registration mentioned in subsection (2).
(2)The requirements for registration of a cooperative under this division are as follows:
(a)the proposed rules of the proposed cooperative must be the rules approved by the registrar under section 21;
(b)the requirements of this Act must have been complied with in relation to the proposed cooperative and compliance must be likely to continue;
(c)there must be no reasonable cause for refusing registration of the proposed cooperative.
(3)If the registrar is not satisfied that the requirements for registration of the cooperative have been met, the registrar must refuse to register the cooperative and its rules.
(4)If the registrar has decided under this section to register a corporation under this Act, the corporation must tell the authority responsible for registering the corporation under the law under which it was previously registered of that decision.
(5)Despite anything to the contrary in this division, the registration of a corporation as a cooperative does not take effect until the corporation ceases to be registered under the law under which it was previously registered as a corporation.
(6)The corporation must notify the registrar in writing within 7 days after the day it ceases to be registered under the other law.
Certificate of registration etc on registration of corporation
(1)On the registration of the corporation as a cooperative the registrar must—
(a)issue a certificate of registration; and
(b)prepare a written notice about the issue of the certificate.
(2)A notice is a notifiable instrument.
NoteA notifiable instrument must be notified under the Legislation Act.
Name of corporation registered as cooperative
The corporate name of a corporation registered as a cooperative is the name stated in the certificate of registration issued by the registrar.
Effect of registration of corporation
(1)The corporation is taken to be incorporated under this Act on its registration as a cooperative.
(2)Except as expressly provided in this Act, the registration and incorporation of the corporation as a cooperative does not prejudice any right of a member in relation to any shares held at the time of registration and incorporation.
(3)The change of registration and incorporation does not affect the identity of the corporation (and, in particular, the corporation is taken to be the same body after registration as it was before).
Division 2.6 Conversion of cooperative
Procedure for conversion
(1)A cooperative may, by alteration of its rules, convert from—
(a)a cooperative with share capital to a cooperative without share capital or vice versa; or
(b)a trading cooperative to a non-trading cooperative or vice versa.
(2)An alteration of the rules for the conversion of a cooperative must be approved by special resolution passed by a special postal ballot.
Division 2.7 General
Stamp duty exemption for certain cooperatives
(1)This section applies to a cooperative that—
(a)has as its primary activity the providing of any community service or benefit; and
(b)was, before it was incorporated under this Act, an unincorporated club, association or body operating to provide sporting or recreational facilities for its members and not carried on for the financial profit of its members.
(2)An instrument transferring to a cooperative to which this section applies any property that was, immediately before the cooperative was incorporated, held by or on behalf of the unincorporated club, association or body is not chargeable with stamp duty.
Acceptance of money by proposed cooperative
(1)A proposed cooperative or anyone on its behalf or otherwise that accepts any money for the proposed cooperative before the proposed cooperative is registered must hold the money on trust until the cooperative is registered.
Maximum penalty: 50 penalty units.
(2)If a cooperative is not registered within 3 months after the acceptance of any money under subsection (1), the proposed cooperative or the person who accepted the money on its behalf must refund the money to the person who paid it.
Maximum penalty: 50 penalty units.
Issue of duplicate certificate of registration
If the registrar is satisfied that the original certificate of registration issued under section 24 (Incorporation of proposed cooperative and certificate of registration) or section 29 (Certificate of registration etc on registration of corporation), or a duplicate certificate issued under this section, for a cooperative is lost, stolen or destroyed, the registrar must issue a duplicate certificate.
NoteA fee may be determined under s 465 for this section.
Part 3Legal capacity and powers
Division 3.1 General powers
Effect of incorporation
A cooperative—
(a)is a corporation; and
(b)has perpetual succession; and
(c)has a common seal; and
(d)may sue and be sued in its corporate name; and
(e)may take, buy, lease, hold, sell and dispose of real and personal property.
Power to form companies and enter into joint ventures etc
Without limiting any other provision of this Act, a cooperative has power—
(a)to form or take part in the formation of a corporation or unit trust; and
(b)to acquire interests in and sell or otherwise dispose of interests in corporations, unit trusts and joint ventures; and
(c)to form or enter into a partnership, joint venture or other association with other entities.
Division 3.2 Non-application of doctrine of ultra vires
Definitions for div 3.2
In this division:
doing, an act by a cooperative, includes the following:
(a)the making of an agreement by the cooperative;
(b)a transfer of property to or by the cooperative.
legal capacity includes powers.
Objects of div 3.2
The objects of this division are—
(a)to provide that the doctrine of ultra vires does not apply to cooperatives; and
(b)without affecting the validity of a cooperative’s dealings with others, to ensure that the cooperative’s officers and members give effect to the provisions of the cooperative’s rules relating to the primary activities or powers of the cooperative.
Legal capacity of cooperative
(1)A cooperative has, both within and outside the ACT and Australia, the legal capacity of an individual.
(2)Without limiting subsection (1), a cooperative has, both within and outside the ACT and Australia, power—
(a)to issue and allot fully or partly paid shares in the cooperative; and
(b)to issue debentures of the cooperative; and
(c)to distribute any of the property of the cooperative among the members, in kind or otherwise; and
(d)to give security by charging uncalled capital; and
(e)to grant a charge on property of the cooperative; and
(f)to procure the cooperative to be registered or recognised as a corporation in any place outside the ACT and Australia; and
(g)to do any other act that it is authorised to do by any other law (including a law of a place outside the ACT or Australia).
(3)Subsections (1) and (2) apply in relation to a cooperative—
(a)subject to this Act, but despite section 41 (2); and
(b)if the cooperative’s rules contain an express or implied restriction on, or an express or implied prohibition of, the exercise by the cooperative of any of its powers—despite that restriction or prohibition; and
(c)if the rules of the cooperative contain a provision stating the objects of the cooperative—despite that fact.
(4)The fact that the doing of an act by a cooperative would not be, or is not, in its best interests does not affect its legal capacity to do the act.
Restrictions on cooperatives by its rules
(1)A cooperative’s rules may contain an express restriction on, or an express prohibition of, the exercise by the cooperative of a power of the cooperative.
(2)A cooperative contravenes this section if—
(a)it exercises a power contrary to an express restriction in the cooperative’s rules on, or an express prohibition in the cooperative’s rules of, the exercise of the power; or
(b)the rules of the cooperative contain a provision stating the objects of the cooperative and the cooperative does an act otherwise than in pursuance of the objects.
(3)An officer of a cooperative who is involved in a contravention by the cooperative of this section also contravenes this section.
(4)Contravention of this section is not an offence.
Results of contravention of restriction in rules
(1)The exercise of a power or the doing of an act in contravention of section 41 is not invalid only because of the contravention.
(2)An act of an officer of a cooperative is not invalid only because, by doing the act, the officer contravenes section 41.
(3)The fact that the exercise of a power or the doing of an act contravenes or would contravene section 41 may be asserted or relied on only in—
(a)a prosecution of a person for an offence against this Act; or
(b)an application for an order under division 4.5 (Oppressive conduct of affairs); or
(c)an application for an injunction under section 454 to restrain the cooperative from entering into an agreement; or
(d)a proceeding (other than an application for an injunction) by the cooperative, or by a member of the cooperative, against the present or former officers of the cooperative; or
(e)an application by the registrar or by a member of the cooperative for the winding-up of the cooperative.
(4)If, apart from subsection (3), the Supreme Court would have power under section 454 to grant, on the application of a person, an injunction restraining a cooperative or an officer of a cooperative from engaging in particular conduct in contravention of section 41, the court may, on the application of the person, order the cooperative or the officer to pay damages to the person or anyone else.
Division 3.3 Dealings with cooperatives
When assumptions may be made
(1)Subject to section 45, a person is entitled to make the assumptions mentioned in section 44 in relation to—
(a)dealings with a cooperative; and
(b)dealings with a person who has, or purports to have, directly or indirectly acquired title to property from a cooperative.
(2)If a person is entitled to assume a matter, the cooperative or anyone mentioned in subsection (1) (b) is not entitled to assert in a proceeding in relation to the dealings that the matter is incorrect.
The assumptions
(1)The assumptions that a person may make are as follows:
(a)that the cooperative’s rules have been complied with;
(b)that anyone who appears, from information provided by the cooperative that is available to the public from the registrar, to be a director or officer of the cooperative—
(i)has been properly appointed; and
(ii)has authority to exercise the functions customarily exercised by a director or officer of a similar cooperative;
(c)that anyone who is held out by the cooperative to be an officer or agent of the cooperative—
(i)has been properly appointed; and
(ii)has authority to exercise the functions customarily exercised by that kind of officer or agent of a similar cooperative;
(d)that anyone who is, or may be assumed to be, an officer or agent of the cooperative who has authority to issue a document or a certified copy of a document on its behalf also has authority to warrant that the document is genuine or is a true copy;
(e)that a document has been properly executed by the cooperative if it is signed by 2 people, 1 of whom is, or may be assumed to be, a director of the cooperative, and the other a director or officer of the cooperative;
(f)that a document has been properly sealed by the cooperative if it bears what appears to be an impression of the cooperative’s seal and the sealing of the document appears to be witnessed by 2 people, 1 of whom is, or may be assumed to be, a director of the cooperative, and the other a director or officer of the cooperative;
(g)that the officers and agents of the cooperative properly exercise their duties to the cooperative.
(b)a person in accordance with whose directions or instructions the directors or members of the board of directors of the cooperative are accustomed to act.
dissenting shareholder, for division 13.3 (Acquisition of shares of dissenting shareholders)—see section 353 (Definitions for div 13.3).
doing, of an act and for division 3.2 (Non-application of doctrine of ultra vires)—see section 38.
entity, for division 9.7 (Financial statements, reports and audit)—see section 239.
excluded shares, for division 13.3 (Acquisition of shares of dissenting shareholders)—see section 353 (Definitions for div 13.3).
failure, of the registrar to do an act, means failure to do the act within a reasonable time.
federation means a federation registered under this Act.
financial records—see the Corporations Act, section 9.
financial report—see the Corporations Act, section 9.
financial statement—see the Corporations Act, section 9.
foreign cooperative means a corporation registered, incorporated or formed under, or subject to, a law in force outside the ACT (including outside Australia) that regulates cooperatives or entities having attributes the same as or similar to cooperatives, but does not include—
(a)an entity registered under the Corporations Act; or
(b)an authorised deposit-taking institution or a foreign ADI within the meaning of the Banking Act 1959 (Cwlth).
inspector means a person appointed as an inspector under section 390.
interest, for division 4.3 (Death of member)—see section 78.
investigator means a person appointed as an investigator under section 404.
involved person, for division 15.2 (Inquiries)—see section 403 (Definitions for div 15.2).
legal capacity, for division 3.2 (Non-application of doctrine of ultra vires)—see section 38.
listed corporation—see the Corporations Act, section 9.
managing controller, for schedule 4 (Receivers, and other controllers, of property of cooperatives)—see schedule 4, section 4.1 (Definitions for sch 4).
marketable securities—see Corporations Act, section 9.
member, for division 4.5 (Oppressive conduct of affairs)—see section 85.
model rules means the model rules approved by the registrar under section 106.
mortgage includes a lien, charge or other security over property.
national newspaper, for schedule 4 (Receivers, and other controllers, of property of cooperatives)—see schedule 4, section 4.1 (Definitions for sch 4).
new body—
(a)for division 12.2 (Transfer of registration or incorporation)—see section 306 ; and
(b)for division 12.6 (Effect of merger, transfer of engagements and transfer of incorporation)—see section 333 (2) (How div 12.6 applies to merger), section 334 (2) (How div 12.6 applies to transfer of engagements) and section 335 (2) (How div 12.6 applies to transfer of incorporation).
nonparticipating cooperative, for part 14 (Foreign cooperatives)—see section 365 (Definitions for pt 14).
non-trading cooperative means a cooperative that complies with section 18.
notice means written notice.
obtaining financial accommodation, for division 10.1 (Power to raise money)—see section 258.
officer—
(a)of a cooperative, means—
(i)a director, secretary or employee of the cooperative; or
(ii)a person who is concerned, or takes part, in the management of the cooperative, whether or not as a director; or
(iii)a receiver and manager of property of the cooperative who is appointed under a power in an instrument; or
(iv)an administrator of a deed of arrangement executed by the cooperative; or
(v)a liquidator or provisional liquidator appointed in a voluntary winding-up of the cooperative; or
(vi)an administrator of the cooperative appointed under—
(A)the Corporations Act, part 5.3A (Administration of a company’s affairs with a view to executing a deed of company arrangement) as applied by this Act; or
(B)division 12.5 (Appointment of administrator) of this Act; or
(vii)a trustee or other person administering a compromise or arrangement made between the cooperative and someone else; and
(b)of a foreign cooperative for schedule 4 (Receivers, and other controllers, of property of cooperatives)—see schedule 4, section 4.1 (Definitions for sch 4).
order, of the registrar, means a written order of the registrar.
original body, for division 12.6 (Effect of merger, transfer of engagements and transfer of incorporation)—see section 333 (2) (How div 12.6 applies to merger), section 334 (2) (How div 12.6 applies to transfer of engagements) and section 335 (2) (How div 12.6 applies to transfer of incorporation).
participating cooperative, for part 14 (Foreign cooperatives)—see section 365 (Definitions for pt 14).
participating State, for part 14 (Foreign cooperatives)—see section 365 (Definitions for pt 14).
power, for schedule 1 (Associates and relevant interests), part 1.2 (Relevant interests)—see schedule 1, section 1.6 (Interpretation of pt 1.2).
premises, for division 15.1 (Supervision and inspection)—see section 388 (Definitions for div 15.1).
pre-registration contract—see section 56 (Contracts before registration).
primary activity—see section 114.
principal executive officer, of a cooperative or a subsidiary of a cooperative, means the principal executive officer of the cooperative or subsidiary, by whatever name called, and whether or not the officer is a director or the secretary.
property, of a cooperative for schedule 4 (Receivers, and other controllers, of property of cooperatives)—see schedule 4, section 4.1.
receiver, of property of a cooperative for schedule 4 (Receivers, and other controllers, of property of cooperatives)—see schedule 4, section 4.1.
records includes books, financial records, financial statements, minutes, registers, deeds, writings, documents and other sources of information compiled, recorded or stored in written form or on microfilm, or by electronic process, or in any other way or by any other means.
registered office, of a cooperative, means the office of the cooperative at the address notified to the registrar from time to time under section 257.
registrar means the Registrar of Cooperatives appointed under section 428.
related—a corporation is related to another corporation if—
(a)one of the corporations is a subsidiary of the other corporation; or
(b)both corporations are subsidiaries of a third corporation.
relevant day, for division 12.6 (Effect of merger, transfer of engagements and transfer of incorporation)—see section 333 (2) (How div 12.6 applies to merger), section 334 (2) (How div 12.6 applies to transfer of engagements) and section 335 (2) (How div 12.6 applies to transfer of incorporation).
relevant documents, for division 15.1 (Supervision and inspection)—see section 388 (Definitions for div 15.1).
relevant interest—see schedule 1 (Associates and relevant interests), part 1.2 (Relevant interests).
reviewable decision, for part 18 (Notification and review of decisions)—see section 456.
rules, of a cooperative, means the registered rules of the cooperative as in force from time to time.
seal, of a cooperative, means the common seal or an official seal of the cooperative.
secretary, of a cooperative, means the secretary of the cooperative appointed under section 220.
share means a share in the share capital of a cooperative.
stamp duty includes a duty charged, or that would apart from this Act be charged, under the Duties Act 1999.
State, for part 14 (Foreign cooperatives)—see section 365 (Definitions for pt 14).
subordinated debt—see section 263 (2).
subsidiary—see the Corporations Act, section 9.
surplus, in relation to a cooperative, means the excess of income over expenditure after making proper allowance for taxation expense, depreciation in value of the property of the cooperative and future contingencies.
territory cooperative, for division 14.3 (Mergers and transfers of engagements)—see section 379 (Definitions for div 14.3).
territory registrar, for division 14.3 (Mergers and transfers of engagements)—see section 379 (Definitions for div 14.3).
trading cooperative means a cooperative that complies with section 17.
transfer, for division 12.2 (Transfer of registration or incorporation)—see section 306.
Endnotes
About the endnotes
Amending and modifying laws are annotated in the legislation history and the amendment history. Current modifications are not included in the republished law but are set out in the endnotes.
Not all editorial amendments made under the Legislation Act 2001, part 11.3 are annotated in the amendment history. Full details of any amendments can be obtained from the Parliamentary Counsel’s Office.
Uncommenced amending laws are not included in the republished law. The details of these laws are underlined in the legislation history. Uncommenced expiries are underlined in the legislation history and amendment history.
If all the provisions of the law have been renumbered, a table of renumbered provisions gives details of previous and current numbering.
The endnotes also include a table of earlier republications.
Abbreviation key
A = Act NI = Notifiable instrument AF = Approved form o = order am = amended om = omitted/repealed amdt = amendment ord = ordinance AR = Assembly resolution orig = original ch = chapter par = paragraph/subparagraph CN = Commencement notice pres = present def = definition prev = previous DI = Disallowable instrument (prev...) = previously dict = dictionary pt = part disallowed = disallowed by the Legislative r = rule/subrule Assembly reloc = relocated div = division renum = renumbered exp = expires/expired R[X] = Republication No Gaz = gazette RI = reissue hdg = heading s = section/subsection IA = Interpretation Act 1967 sch = schedule ins = inserted/added sdiv = subdivision LA = Legislation Act 2001 SL = Subordinate law LR = legislation register sub = substituted LRA = Legislation (Republication) Act 1996 underlining = whole or part not commenced mod = modified/modification or to be expired
Legislation history
Cooperatives Act 2002 A2002‑45
notified LR 5 December 2002
s 1, s 2 commenced 5 December 2002 (LA s 75 (1))
remainder commenced 5 June 2003 (s 2 and LA s 79)as amended by
Legislation (Gay, Lesbian and Transgender) Amendment Act 2003 A2003-14 sch 1 pt 1.7
notified LR 27 March 2003
s 1, s 2 commenced 27 March 2003 (LA s 75 (1))sch 1 pt 1.7 commenced 28 March 2003 (s 2)
Justice and Community Safety Legislation Amendment Act 2003 (No 2) A2003-47 pt 2
notified LR 31 October 2003
s 1, s 2 commenced 31 October 2003 (LA s 75 (1))
pt 2 commenced 1 November 2003 (s 2)Criminal Code (Theft, Fraud, Bribery and Related Offences) Amendment Act 2004 A2004-15 sch 2 pt 2.22
notified LR 26 March 2004
s 1, s 2 commenced 26 March 2004 (LA s 75 (1))
sch 2 pt 2.22 commenced 9 April 2004 (s 2 (1))Justice and Community Safety Legislation Amendment Act 2004 A2004-18 pt 5
notified LR 6 April 2004
s 1, s 2 commenced 6 April 2004 (LA s 75 (1))
pt 5 commenced 20 April 2004 (s 2)Justice and Community Safety Legislation Amendment Act 2004 (No 2) A2004-32 pt 7
notified LR 29 June 2004
s 1, s 2 commenced 29 June 2004 (LA s 75 (1))
pt 7 commenced 13 July 2004 (s 2 (3))Statute Law Amendment Act 2005 (No 2) A2005-62 sch 3 pt 3.4
notified LR 21 December 2005
s 1, s 2 commenced 21 December 2005 (LA s 75 (1))sch 3 pt 3.4 commenced 11 January 2006 (s 2 (1))
ACT Civil and Administrative Tribunal Legislation Amendment Act 2008 (No 2) A2008-37 sch 1 pt 1.25
notified LR 4 September 2008
s 1, s 2 commenced 4 September 2008 (LA s 75 (1))
sch 1 pt 1.25 commenced 2 February 2009 (s 2 (1) and see ACT Civil and Administrative Tribunal Act 2008 A2008-35, s 2 (1) and CN2009-2)Justice and Community Safety Legislation Amendment Act 2010 (No 2) A2010-30 sch 1 pt 1.4
notified LR 31 August 2010
s 1, s 2 commenced 31 August 2010 (LA s 75 (1))
s 3 commenced 1 September 2010 (s 2 (1))sch 1 pt 1.4 commenced 28 September 2010 (s 2 (2))
Administrative (One ACT Public Service Miscellaneous Amendments) Act 2011 A2011-22 sch 1 pt 1.35
notified LR 30 June 2011
s 1, s 2 commenced 30 June 2011 (LA s 75 (1))sch 1 pt 1.35 commenced 1 July 2011 (s 2 (1))
Personal Property Securities Act 2010 A2010-15 sch 3 pt 3.1A (as ins by A2010‑50 sch 1 pt 1.7)
notified LR 1 April 2010
s 1, s 2 commenced 1 April 2010 (LA s 75 (1))
sch 3 pt 3.1A commenced 30 January 2012 (s 2 (2) (b))Justice and Community Safety Legislation Amendment Act 2010 (No 4) A2010-50 sch 1 pt 1.7
notified LR 14 December 2010
s 1, s 2 commenced 14 December 2010 (LA s 75 (1))
sch 1 pt 1.7 commenced 30 January 2012 (see LA s 79A and A2010‑15)NoteThis Act only amends the Personal Property Securities Act 2010 A2010-15.
Statute Law Amendment Act 2012 A2012-21 sch 3 pt 3.5
notified LR 22 May 2012
s 1, s 2 commenced 22 May 2012 (LA s 75 (1))sch 3 pt 3.5 commenced 5 June 2012 (s 2 (1))
Red Tape Reduction Legislation Amendment Act 2015 A2015-33 sch 1 pt 1.13
notified LR 30 September 2015
s 1, s 2 commenced 30 September 2015 (LA s 75 (1))
sch 1 pt 1.13 commenced 14 October 2015 (s 2)Red Tape Reduction Legislation Amendment Act 2016 A2016‑18 sch 3 pt 3.16
notified LR 13 April 2016
s 1, s 2 commenced 13 April 2016 (LA s 75 (1))
sch 3 pt 3.16 commenced 27 April 2016 (s 2)Amendment history
Commencement
s 2om LA s 89 (4)
Filing of documents not to constitute constructive knowledge
s 46(4), (5) exp 5 June 2005 (s 46 (5))
am A2012‑21 amdt 3.9; ss renum R13 LA
Application of div 3.4 to pre-commencement matters
s 55exp 5 June 2005 (s 55 (2))
Circumstances in which membership ceases—all cooperatives
s 67am A2010‑30 amdt 1.17
Model rules
s 106am A2012‑21 amdt 3.27
Set off of amounts repaid etc on forfeited shares
s 140am A2015‑33 amdt 1.31
Registrar may give exemptions for div 6.5
s 142am A2012‑21 amdt 3.27
Notice of resolution for bonus share issue
s 155am A2003‑14 amdt 1.23
Financial accommodation to directors and associates
s 232am A2003‑14 amdt 1.24
Registrar may give exemptions for pt 9
s 241am A2012‑21 amdt 3.27
Name to include certain matter
s 253(6), (7) exp 5 June 2005 (s 253 (7))
Charges
div 10.2 hdgom R12 LA
Registration of charges
s 270om A2010‑15 amdt 3.1A (as ins by A2010‑50 amdt 1.15)
Acquisition and disposal of assets
s 276am A2003‑14 amdt 1.25; A2012‑21 amdt 3.27
Maximum permissible level of share interest
s 280am A2012‑21 amdt 3.27
Registrar may give exemptions for div 11.1
s 289am A2012‑21 amdt 3.27
Registrar may give exemptions for div 11.2
s 297am A2012‑21 amdt 3.27
Disclosure statement required for div 12.1
s 301am A2012‑21 amdt 3.27
Transfer of engagements by direction of registrar
s 305am A2003‑47 s 4; A2012‑21 amdt 3.27
Application for transfer of registration etc
s 307am A2004‑18 s 15
Winding-up on registrar’s certificate
s 315am A2003‑47 s 5
Restrictions on voluntary winding-up
s 318am A2012‑21 amdt 3.27
Appointment of administrator
s 325am A2003‑47 s 6
Grounds for winding-up, transfer of engagements, appointment of administrator
s 338Ains A2003‑47 s 7
People disqualified from administering compromise etc
s 343(5), (6) exp 5 June 2004 (s 343 (6))
Declaration of cooperatives laws
s 366am A2012‑21 amdt 3.27
Registrar to be told of certain changes in relation to foreign cooperatives
s 375sub A2004‑18 s 16
Copies or extracts of records to be admitted in evidence
s 400am A2012‑21 amdt 3.10; A2016‑18 amdt 3.64, amdt 3.65
Appointment of registrar
s 428am A2011‑22 amdt 1.104
Deputy registrar and other staff
s 430am A2004‑18 s 17; A2011‑22 amdt 1.105
Records kept by cooperatives
s 442am A2012‑21 amdt 3.11; A2016‑18 amdt 3.66, amdt 3.67
Evidence of rules
s 445am A2012‑21 amdt 3.12; A2016‑18 amdt 3.68, amdt 3.69
Secrecy
s 449(6)-(8) exp 5 June 2005 (s 449 (8))
False or misleading statements
s 450om A2004‑15 amdt 2.49
Use of word cooperative etc
s 451(1) (f), (8) exp 5 June 2005 (s 451 (8))
Contravention of s 451
s 451Ains A2004‑32 s 70
Notification and review of decisions
pt 18 hdgsub A2008‑37 amdt 1.96
Meaning of reviewable decision—pt 18
s 456sub A2008‑37 amdt 1.96
Reviewable decision notices
s 457sub A2008‑37 amdt 1.96
Applications for review
s 458sub A2008‑37 amdt 1.96
Service on member of cooperative
s 462am A2015‑33 amdt 1.32
Determination of fees
s 465am A2012‑21 amdt 3.27
Approved forms
s 466am A2012‑21 amdt 3.27
Guidelines about exercise of registrar’s functions
s 467am A2005‑62 amdt 3.99; A2012‑21 amdt 3.13, amdt 3.27
(2), (3) exp on the day after the day guidelines mentioned in s 467 (1) (a) are notified under the Legislation Act 2001 (s 467 (3))
Transitional provisions
pt 20 hdgexp 5 June 2005 (s 474)
Transitional provisions
s 470exp 5 June 2005 (s 474)
Regulations may provide for transitional matters
s 471exp 5 June 2004 (s 473 (a))
Modification of pt 20 and sch 5
s 472exp 5 June 2004 (s 473 (a))
Expiry after 1 year
s 473exp 5 June 2004 (s 473 (a))
Expiry after 2 years
s 474exp 5 June 2005 (s 474)
Repeals and consequential provisions
pt 21 hdgom LA s 89 (3)
Repeals
s 475om LA s 89 (3)
Amendment of other Acts and regulations
s 476om LA s 89 (3)
Charges
sch 3om A2010‑15 amdt 3.1B (as ins by A2010‑50 amdt 1.15)
Application of sch 4
sch 4 cl 2exp 5 June 2005 (sch 4 cl 2 (2))
People not to act as receivers
sch 4 cl 3(4), (5) exp 5 June 2005 (sch 4 cl 3 (5))
Reviewable decisions
sch 5exp 5 June 2005 (s 474)
ins A2008‑37 amdt 1.97
Definition for sch 5
sch 5 cl 1exp 5 June 2004 (s 473 (b))
General savings
sch 5 cl 2exp 5 June 2004 (s 473 (b))
Saving of existing cooperatives
sch 5 cl 3exp 5 June 2004 (s 473 (b))
Society or cooperative started to be formed before commencement of clause
sch 5 cl 4exp 5 June 2004 (s 473 (b))
Mergers
sch 5 cl 5exp 5 June 2004 (s 473 (b))
Rules to comply with Act
sch 5 cl 6exp 5 June 2005 (s 474)
Alteration of certain rules
sch 5 cl 7exp 5 June 2004 (s 473)
Rules to contain active membership provisions
sch 5 cl 8exp 5 June 2005 (s 474)
Special resolutions and majority resolutions
sch 5 cl 9exp 5 June 2004 (s 473 (b))
Documents
sch 5 cl 10exp 5 June 2004 (s 473 (b))
Existing accounts provisions to apply to transferred cooperatives
sch 5 cl 11exp 5 June 2005 (s 474)
Winding-up
sch 5 cl 12exp 5 June 2004 (s 473 (b))
Special meeting and inquiry
sch 5 cl 13exp 5 June 2004 (s 473 (b))
Registrar
sch 5 cl 14exp 5 June 2004 (s 473 (b))
Existing share premium accounts
sch 5 cl 15exp 5 June 2005 (s 474)
Amendments of other Acts and regulations
sch 6om LA s 89 (3)
Dictionary
dictam A2003‑14 amdt 1.27; A2008‑37 amdt 1.98; A2010‑30 amdt 1.18; A2011‑22 amdt 1.106; A2012‑21 amdt 3.14
def alteration om A2008‑37 amdt 1.99
def chargee om A2012‑21 amdt 3.15
def charges register om A2012‑21 amdt 3.15
def cooperative am A2012‑21 amdt 3.16; pars renum R13 LA
def critical day om A2012‑21 amdt 3.17
def document title om A2012‑21 amdt 3.17
def notice sub A2012‑21 amdt 3.18
def officer am A2012‑21 amdt 3.19; pars renum R13 LA
def present liability om A2012‑21 amdt 3.20
def priority time om A2012‑21 amdt 3.20
def prior registered charge om A2012‑21 amdt 3.20
def property sub A2012‑21 amdt 3.21
def prospective liability om A2012‑21 amdt 3.22
def receiver sub A2012‑21 amdt 3.23
def registered charge om A2012‑21 amdt 3.24
def registrable charge om A2012‑21 amdt 3.24
def relevant day sub A2012‑21 amdt 3.25
def relevant person om A2012‑21 amdt 3.26
def reviewable decision sub A2008‑37 amdt 1.100
def spouse om A2003‑14 amdt 1.26
def subsequent registered charge om A2012‑21 amdt 3.26
def unregistered charge om A2012‑21 amdt 3.26
Earlier republications
Some earlier republications were not numbered. The number in column 1 refers to the publication order.
Since 12 September 2001 every authorised republication has been published in electronic pdf format on the ACT legislation register. A selection of authorised republications have also been published in printed format. These republications are marked with an asterisk (*) in column 1. Electronic and printed versions of an authorised republication are identical.
Republication No and date Effective Last amendment made by Republication for R1
5 June 20035 June 2003–
31 Oct 2003A2003‑14 new Act and amendments by A2003‑14 R2
1 Nov 20031 Nov 2003–
9 Apr 2004A2003‑47 amendments by A2003‑47 R3
9 Apr 20049 Apr 2004–
19 Apr 2004A2004‑15 amendments by A2004‑15 R4
20 Apr 200420 Apr 2004–
5 June 2004A2004‑18 amendments by A2004‑18 R5
6 June 20046 June 2004–
12 July 2004A2004‑18 commenced expiry R6
13 July 200413 July 2004–
5 June 2005A2004‑32 amendments by A2004‑32 R7
6 June 20056 June 2005–
10 Jan 2006A2004‑32 commenced expiry R8
11 Jan 200611Jan 2006–
1 Feb 2009A2005‑62 amendments by A2005‑62 R9
2 Feb 20092 Feb 2009–
27 Sept 2010A2008‑37 amendments by A2008‑37 R10
28 Sept 201028 Sept 2010–
30 June 2011A2010‑30 amendments by A2010‑30 R11
1 July 20111 July 2011–
29 Jan 2012A2011‑22 amendments by A2011‑22 R12
30 Jan 201230 Jan 2012–
4 June 2012A2011‑22 amendments by A2010‑15 as amended by A2010‑50 R13
5 June 20125 June 2012–
13 Oct 2015A2012-21 amendments by A2012-21 R14
14 Oct 201514 Oct 2015–
26 Apr 2016A2015-33 amendments by A2015-33
0
0
0