Chapter II Chapter II

Registration of Societies

Appointment of Registrar and other persons for the purpose of this Act:—

1. (1) There shall be appointed a Registrar of Co-operative Societies for the State and as many other persons as the Government think fit for the purposes of this Act.
2. (2) Every other person appointed under sub-section
3. (1) shall exercise under the general superintendence of the Registrar, such powers of the Registrar, under this Act as the Government may, from time to time, confer on him.

Society which may be registered:— [Rule 2A, Rule 5] 2[(l)]A society which has, as its main object, the promotion of the economic interests of its members in accordance with the Co-operative principles 3[as may be prescribed], or a society established with the object of facilitating the operation of such a society, may be registered under this Act. 1[(2)Every Society registered or deemed to be registered under this Act shall function subject to such directions as may be issued by the Registrar, from time to time, in the interests of the Co-operative movement or the public interest or in order to prevent the affairs of the society from being conducted in a manner detrimental to the interests of the members or of the depositors or creditors thereof, and the society shall comply with such directions.]

Registration with limited or unlimited liability:—(1)A society may be registered with limited or unlimited liability but a liability of a society of which any member is a society shall be limited : Provided that where a financing bank becomes a member of a society with unlimited liability, the liability of that society may continue to be unlimited.

1. (2) The liability of the Government, a financing bank or a federal society having shares in a society, whether with limited or unlimited liability, shall be limited to the share capital subscribed by the Government, such financing bank or federal society, as the case may be.
2. (3) The name of every society shall contain the expression ‘Co-operative' or its equivalent in any Indian language and in the case of every society with limited liability, the name of the society shall also have as its suffix the expression ‘Limited’ or its equivalent in any Indian language.

[xxx]Registration of a society:— [Rule 3, Rule 3A] (1) An application for the registration of a society shall be made to the Registrar in such form and with such particulars as may, from time to time, be specified by the Registrar.

1. (2) Every such application shall conform to the following requirements namely:—
   • (a) the application shall be accompanied by:—
     • (i) the original and one copy of the proposed bye laws of the society as adopted by the applicants ;
     • (ii) a true copy of the minutes of the meeting at which the bye laws were adopted duly signed by the applicants;
     • (iii) a sworn statement from each applicant that he is a member of a different family and particulars furnished in the application form prescribed are true to the best of his knowledge and belief;
   • (b) where all the applicants are individuals, the number of applicants shall not be less than ten, each being a member of a different family, and every one of them shall possess eligibility to become a member as required under sub-section
2. (1) of Section 19 : Explanation:— For the purposes of this clause, the expression “member of a family” means a wife, husband, father, mother, grand-father, grand-mother, step-father, step-mother, son, daughter, step-son, step-daughter, grand-son, grand-daughter, brother, sister, half-brother, half-sister and wife of brother or half-brother;
   • (c) Where the objects of the society include the raising of funds to be lent to its members and where all the applicants are individuals, the applicants shall reside or own immovable property in the same town, village or group of villages or belong to the same class or pursue the same occupation: Provided that in the case of a society with unlimited liability, the members thereof shall reside in the same town, village or group of villages ;
   • (cc) Where the objects of the Society include production and sales

activity by supplying raw material to members for production of

finished products and where all applicants are individuals, such

applicants shall reside in the area of operations proposed for

the society and belong to the same class or pursue the same occupation ; and it shall also be competent for the Government to specify by order such other class of societies, the applicants of which shall reside in the area of operations as aforesaid and belong to the same class or pursue the same occupation;

1. (d) the application shall be signed : —
   • (i) if the applicants are individuals by every one of such applicants, and
   • (ii) if the applicant is a society, by a member duly authorised in this behalf by such society.

1. (3) Where any question arises under clause
   • (c) of sub-section
2. (2) as to the residence, ownership, group of villages, class or occupation, such question shall be decided by the Registrar, whose decision thereon shall, subject to the provisions of Section 76, be final.
3. (4) Where the Registrar is satisfied,—
   • (a) that the application conforms to the requirements laid down by this Act and the rules made thereunder;
   • (b) that the objects of the Society seeking registration are in accordance with section 4;
   • (c) that such Society is likely to be economically sound and that its registration may not have an adverse effect on the development of the Co-operative movement;
   • (d) that the proposed bye-laws are not contrary to the provisions of this Act and the rules made thereunder; and
   • (e) that the applicants are aware of the objects of the society as specified in Section 4 of the Act and contents of the proposed bye-laws, he may register the Society and its bye-laws within such time as may be prescribed.
4. (5) Where the Registrar is not so satisfied, he shall communicate by registered post the order of refusal together with the reasons thereof to the applicants within such time as may be prescribed.

Registration certificate:— Where a society is registered the Registrar shall issue a certificate of registration signed and sealed by him which shall be conclusive evidence that the society mentioned therein, is a society duly registered under this Act, unless it is proved that the registration of the society has been cancelled.

Society to be a body corporate:— The registration of a society shall render it a body corporate by the name under which it is registered having perpetual succession and a common seal. The society is entitled to acquire, hold and dispose of property, to enter into contracts on its behalf, to institute and defend suits and other legal proceedings and to do all other things necessary for the purpose for which it was constituted.

Change of name of society:—

1. (1) A society may, by an amendment of its bye-laws, change its name.
2. (2) The change of name of a society shall not affect any rights or obligations of the society, or render defective any legal proceedings by or against it ; and any legal proceedings which might have been continued or commenced by or against the society by its former name may be continued or commenced by its new name.

Change of liability:— [Rule 7,8] Subject to the provisions of this Act and the rules, the society may, by a resolution, decide to amend its bye-laws to change the form or extent of its liability.

Transfer of assets and liabilities, division, amalgamation and conversion of a society:— [Rule 7,8]

1. (1) A society may, by a resolution decide to—
   • (a) transfer its assets and liabilities in whole or in part to any other society which agrees to such transfer by a resolution ; or
   • (b) divide itself into two or more societies ; or
   • (c) convert itself into a society of a class different from one to which it belongs.
2. (2) Any two or more societies may, by a resolution, decide to amalgamate themselves and form a new society. Provided that where a society under sub-section
3. (1) is a member of two or more societies under sub-section
4. (2) are members of a federal society or in receipt of assistance from a financing bank, such society or societies shall obtain prior consent of the federal society or financing bank for any resolution under sub-section
5. (1) or sub-section
6. (2) as the case may be ;
7. (3) Every resolution of a society under sub-section
8. (1) or sub-section
9. (2) shall be passed at the general meeting by a majority of not less than two-thirds of members present and voting, and such resolution shall contain all particulars of the transfer, division, amalgamation or conversion as the case may be.

Exercise of option by members and creditors:— [Rule 7,8]

1. (1) Where a society has passed a resolution under Section 11 or Section 12, it shall give notice thereof in the manner prescribed together with a copy of the resolution to all its members and creditors and notwithstanding any bye-law or contract to the contrary, any member or creditor shall, during a period of one month from the date of service of the notice upon him, have the option of withdrawing his shares, deposits or loans, as the case may be.
2. (2) Any member or creditor who does not exercise his option within the period specified in sub-section
3. (1) shall be deemed to have assented to the resolution.
4. (3) A resolution passed by a society under Section 11 or Section 12 shall not take effect until:—
   • (a) all the members or creditors have assented, or deemed to have assented, to the resolution under sub-section
5. (1) or sub-section
6. (2) of this section; and
   • (b) all claims of the members and creditors who have exercised the option referred to under sub-section
7. (1) within the period specified therein have been met in full or otherwise satisfied; and
   • (c) (i) in the case of change of liability or conversion, amendment of the bye-laws of the societies concerned is registered ;
     • (ii) in the case of transfer of assets and liabilities in whole or in part, the consent of the financing bank or federal society as the case may be, if applicable is obtained; or.
     • (iii) in the case of division or amalgamation, the certificate of registration of the societies or the society, as the case may be, is issued.

Effect of transfer, division and amalgamation:—

1. (1) Not-withstanding anything in any other law for the time being in force, where a resolution passed by a society under Section 12 involves a decision for the transfer of any assets and liabilities the resolution shall, when it takes effect, be a sufficient conveyance to vest the assets and liabilities in the transferee without any further assurance.
2. (2) The registration of a society shall stand cancelled and the society shall be deemed to have been dissolved and shall cease to exist as a corporate body—
   • (a) when the whole of the assets and liabilities of such society are transferred to another society ; or
   • (b) when such society divides itself into two or more societies.
3. (3) Where two or more societies are amalgamated into a new society, the registration of the societies so amalgamated shall stand cancelled and they shall be deemed to have been dissolved and shall cease to exist as corporate bodies.

Amendment of bye-laws of a society:— [Rule 10, 11]

1. (1) No amendment of any bye-law of a society shall be valid unless [the resolution for such amendment is passed at its General meeting [by a majority of not less than two-thirds of the members present and voting] and] such amendment has been registered under this Act. Where such an amendment is not expressed to come into operation on a particular day, then it shall come into force on the day on which it is registered.
2. (2) Every proposal for such amendment shall be forwarded to the Registrar who shall, if he is satisfied that the proposed amendment fulfils the conditions specified in sub-section
3. (1) of Section 7, register the amendment within a period of thirty days from the date of receipt of such proposal; Provided that the Government may, for sufficient cause which shall be recorded in writing, extend the said period for a further period of [thirty days.]
4. (3) The Registrar shall forward to the society a copy of the registered amendment together with a certificate signed and sealed by him, and such certificate shall be conclusive evidence that the amendment has been duly registered.
5. (4) Where the Registrar is not so satisfied, he shall communicate by registered post the order of refusal together with the reasons therefor, to the society within the period specified in sub-section (2). [If no order of refusal is communicated within a week after the expiry of the period specified in sub-section
6. (2) it shall be deemed that the Registrar has not registered the amendment as on the last date of the period specified in sub-section (2).]
7. (5) If in the opinion of the Registrar, an amendment of the bye-laws of a society is necessary or desirable in the interest of such society or of the Co-operative movement, he may, in the manner prescribed, call upon the society to make any amendment within such time as he may specify. If the society fails to make such an amendment within the time so specified, the Registrar may, after giving the society an opportunity of making its representation, register such amendment and forward the society by registered post a copy of the amendment together with a certificate signed by him; such a certificate shall be conclusive evidence that the amendment has been duly registered ; and such an amendment shall have the same effect as an amendment of any bye-law made by the society.

Partnership of societies:—

1. (1) Any two or more societies may, by a resolution passed by a majority of not less than two-thirds of the members present and voting at a general meeting of each such society enter into a contract of a partnership for carrying out any specific business permissible under the bye-laws on such terms and conditions as may be agreed upon by such societies. Provided that where such societies are members of a federal society or are in receipt of assistance from a financing bank or State aid as specified in Section 43 of the Act, they shall obtain the prior consent of the federal society or the financing bank or the Registrar, as the case may be.
2. (2) No such resolution shall be passed by a society unless ten clear days’ written notice of the resolution and the date of the meeting has been given to each member of the society.
3. (3) The provisions of the Indian Partnership Act, 1932 shall not apply to such contracts of partnership.

Classification:— [Rule 12] The Registrar shall, in accordance with the rules, classify societies with reference to their objects, area of operation, membership or any other matter specified in the rules.