Chapter II REGISTRATION

(1) The State Government may appoint a person to be the Registrar of co-operatives for the State. (2) The State Government may for the purposes of this Act, by general or special order, appoint other persons to assist the Registrar and may confer on such person any or such of the powers of the Registrar as the government may specify. (3) From the date of notification of this Act, all co-operative businesses in (4) A memorandum of association in the form provided for in Schedule B, may be submitted to the Registrar by hand or by registered post, signed by the individuals who wish to form a primary co-operative or by the delegates of co-operatives which wish to form a secondary co-operative. (5) 7 or more individuals or two or more cooperatives may from a cooperative under this Act. (6) The Registrar shall register the memorandum of association, and also take on record its articles of association and communicate by registered post a certificate of registration, as specified in Schedule C, and a certified copy of the memorandum of association and of the articles of association signed by him/her, within sixty days from the date of submission of the memorandum of association, to such person as is specified in the Memorandum. (7) if the conditions laid down in sub-section 5 (4) are not fulfilled, the Registrar shall communicate by registered post the order of refusal together with the specific reasons therefore, within sixty days from the date of submission of memorandum, to such person as is specified in the memorandum. Provided that no order of refusal shall be passed except after giving an opportunity of making representation on behalf of the promoters by the person specified in the Memorandum. (8) Where a co-operative is registered under sub-section (6), the certificate of registration signed and sealed by the Registrar shall be conclusive evidence that the association mentioned therein is a co-operative duly registered under this Act, unless it is proven that the registration of the co-operative has been cancelled. (9) Where within seventy-five days of submission of the Memorandum for registration, the person specified in the Memorandum receives neither the certificate of registration nor the order of refusal, the cooperative will be deemed to be registered under this Act, and the Registrar shall issue a certificate of registration, within the following 15 days.

(1) Notwithstanding anything in the Uttarakhand cooperative Societies Act, 2003, a co-operative society registered under the Co-operative Societies Act, 2003, may opt for registration under this Act through a special resolution of the general body : Provided that where the cooperative society is in receipt of share capital from the government, it shall undertake, in writing, to retire such share capital within 5 years from the date of registration, at the rate of not less that 15% per annum, of the total equity of the government on the date of conversion. (2) The registration of such society shall be made in accordance with the provisions of this Act, and where within seventy five days of submission of the Memorandum for registration as specified in schedule D, the person specified in the Memorandum receives neither the certificate of registration as specified in schedule E nor the order of refusal, the promoters may move the appropriate Court of Law.

On registration, every co-operative shall become a body corporate by the name under which it is registered having perpetual succession and a common seal. The co-operative shall hold and dispose of property, enter into contracts, institute and defend suits and other legal proceedings and do all other things necessary for the purpose for which it was constituted and registered under section 3 and 4 of this Act.

(1) The members constituting a co-operative, shall have a set of articles of association, formulated and amended from time to time, which shall not be in contravention to the provisions of this Act; (2) Except on such specific matters which the Act has provided for and which the articles of association may further regulate on but not contravene, the functioning of every co-operative shall be regulated by its articles of association. (3) The articles of association may contain such matters as are decided by the members and shall be specific on all matters listed in Schedule F of this Act.

(1) A co-operative may decide, by a special resolution, to amend its articles of association; Provided that the text of such proposed amendment with reasons therefore shall be sent to each member, along with the notice of the general meeting in which the proposed amendment is to be discussed. (2) A copy of any amendment shall be forwarded by the co-operative by registered post to the Registrar within a period of thirty days from the date of the general meeting at which the resolution was passed. (3) Every such amendment forwarded to the Registrar shall be signed by the President and two Directors and shall be accompanied by the following particulars: (a) A copy of the resolution agreeing to the amendment; (b) the date of the general meeting at which the amendment was approved; (c) the date on which the amendment comes into force. (4) The Registrar shall take on record the amendment immediately on receipt of the notice: Provided that the Registrar may refuse to record such amendment(s) if in his opinion any such amendment (s) is/are contrary to the provisions of this Act; Provided further that no such order refusing to record the amendment shall be passed, unless the co-operative concerned is given an opportunity of being heard.

(1) A co-operative may not be registered with the same name as another co-operative business already registered under this Act or the Co-operative Societies Act : Provided that where the articles of association of a secondary co-operative require all its member-co-operative shall have its location or other distinguishing feature included in common name. (2) Every co-operative shall display its full name in legible characters in a conspicuous position: (a) at every office or place at which it carries on business; (b) in all notice and other official publications; (c) on all its contracts, business letters, orders for goods, invoices, statements of accounts, receipts and letters of credit; and (d) on all bills of exchange, promissory notes, endorsements, cheques and orders for money it signs or that are signed on its behalf. (3) Every co-operative shall display its full name in legible characters on its common seal. (4) Nothing in Sub-section (2) shall prevent a co-operative displaying more conspicuously than the full name, any shorter name by which it is popularly known and which is specifically provided for in the articles of association. (5) A Co-operative may, by an amendment to its articles of association, change its name; provided, however, that before changing its name it shall send notice of its intention to change its name to the Registrar, along with proposed name/s, and the Registrar shall, within fifteen days of receiving such notice inform the co-operative if such name is already in use by another co-operative. (6) Where a co-operative changes its name, the Registrar shall (a) enter the new name of the co-operative in the register of co-operatives in place of the former name; (b) make necessary changes in the memorandum of association and articles of association; (c) issue a fresh certificated of registration with the necessary alterations; (d) communicate to the co-operative, by registered post, the fresh certificate of registration along with certified copies of the amended Memorandum and Articles. (7) The change of name of a co-operative shall not affect any rights or obligations of the co-operative or of any of its members or past members of render defective any legal proceeding by or against it; and any legal proceedings which might have been continued or commenced by or against the co-operative by its former name may be continued or commenced by its new name. (8) A co-operative which changes its name shall publicise such change in name in a popular newspaper in the district in which its registered office is located.

(1) Every co-operative shall notify to the Registrar the full address of its registered office, within ninety days of being registered as a co-operative. (2) Every Co-operative shall display in full the address of its Registered office in legible characters in a conspicuous position: (a) at every office or place at which it carries on business; (b) in all notices and other official publications; (c) on all its contracts, business letters, orders for goods, invoices, statements of account, receipts and letters of credit; and (d) on all bills of exchange, promissory notes, endorsements, cheques and orders for money it signs or that are signed on its behalf. (3) A co-operative may, by a resolution of the Board of Directors, Change the address of its registered office: Provided, however, that it shall give notice of such change to its members, creditors, the Registrar and to any secondary co-operative/s to which it may be affiliated, within fifteen days of the Board resolution, and to its members and creditors, at least ten days before effecting the change. (4) The Registrar shall, within fifteen days of receiving information from a co-operative, take on record, in the registrar of co-operatives, the full address of

(1) A co-operative may, by a special resolution, decide to transfer its assets and liabilities, in whole or in part, to any other co-operative which agrees, by a special resolution, to receive such assets and liabilities. (2) Where special resolutions are passed under sub-section (1), each co-operative shall, within the following 15 days, give notice thereof together with a copy of the resolution passed by it to all its members and creditors, and notwithstanding any provision in the articles of association or contract to the contrary, any member other than one who voted in favour of the proposed transfer of assets and liabilities and any creditor shall, during a period of fifteen days from the date of service of the notice upon him/her, have the option of withdrawing from the co-operative, his/her interests, subject to the discharge of his/her obligations to the co-operative. (3) Any member or creditor who does not exercise his/her option within the period specified in sub-section (2) shall be deemed to have agreed to the resolution. (4) The special resolution passed under sub-section (1) shall not take effect until- (a) all claims of the members and creditors of each co-operative who have exercised the option under sub-section (2) have been met in full or otherwise satisfied; and (b) information about the transfer of assets and liabilities has been sent by the co-operative concerned to the Registrar and the Registrar’s acknowledgement of receipt of the information received. (5) When special resolutions passed under sub-section (1) take effect, the resolutions shall be sufficient conveyance to vest the assets and liabilities in the transferee without any further assurance. (6) When a co-operative transfers the whole of its assets and liabilities to any other co-operative, under this section, the registration of the co-operative shall stand cancelled and it shall be deemed to have been dissolved and shall cease to exist as a registered body, and the Registrar shall delete the name of the co-operative from the register of co-operatives.

(1) A co-operative may, by a special resolution, decide to divide itself into two or more co-operatives. (2) Where a special resolution is passed under sub-section (1), the co-operative shall, within the following 15 days, give notice thereof together with a copy of the resolution to all its members and creditors and, notwithstanding any provision in the articles of association or contract to the contrary, any member other than one who voted in favour of the proposed division, or creditor shall, during a period of fifteen days from the date of service of the notice upon him/her, have the option of withdrawing from the co-operative, his/her interests, subject to the discharge of his/her obligations to the co-operative. (3) Any member or creditor who does not exercise his/her option within the period specified in sub-section (2) shall be deemed to have agreed to the resolution. (4) A special resolution passed under sub-section (1) shall not take effect until- (a) all claims of the members and creditors of the co-operative who have exercised the option under sub-section (2) have been met in full or otherwise satisfied; (b) information of the impending division and settlement of claims of members and creditors is sent to the Registrar and the Registrar’s acknowledgment of receipt of the information is obtained; and (c) the certificates of registration and the copies of the registered Memorandum and articles of association of the resultant co-operatives, signed and sealed by the Registrar, are issued in accordance with section 3. (5) When a co-operative divides itself into two or more co-operatives under this section, the registration of the erstwhile co-operative shall stand cancelled and it shall be deemed to have been dissolved and shall cease to exist as a body corporate and the Registrar shall delete the name of the co-operative from the register of co-operatives. (6) When a co-operative divides itself into two or more co-operatives, each member who has assented to the division shall be deemed to have become a member of that newly formed co-operative to which his/her interests were transferred, in accordance with the scheme of division approved by the general body. (7) When a special resolution passed under sub-section (1) takes effect, the resolution shall be sufficient conveyance to vest the assets and liabilities in the transferees without any further assurance.

(1) Any two or more co-operatives may, by special resolutions, decided to amalgamate themselves and form a new co-operative. (2) where special resolutions are passed under sub-section (1), each co-operative shall, within the following 15 days, give notice thereof together with a copy of the resolution passed by it to all its members and creditors, and notwithstanding any provision of the articles of association or contract to the contrary, any member other than on who voted in favour of the proposed amalgamation, or creditor shall, during a period of fifteen days from the date of service of the notice upon him/her, have the option of withdrawing from the co-operative, his/her interests, subject to the discharge of his/her obligations to the co-operative. (3) Any member or creditor who does not exercise his/her option within the period specified in sub-section (2) shall be deemed to have assented to the resolution. (4) The special resolution passed under sub-section (1) shall not take effect until- (a) all claims of the members and creditors of each co-operative who have exercised the option under sub-section (2) have been met in full of other wise satisfied; (b) information of the impending amalgamation and settlement of claims of members and creditors is sent to the Registrar and the Registrar’s acknowledgement of receipt of the information is obtained; and (c) the certificate of registration and a copy of the Memorandum and articles of association of the resultant co-operative, signed and sealed by the Registrar, are issued in accordance with section 3. (5) When two or more co-operatives amalgamate themselves into a new cooperative under this section, the registration of the co-operatives so amalgamated shall stand cancelled and they shall be deemed to have been dissolved and shall cease to exist as body corporates, and the Registrar shall delete the names of the co-operatives from the register of co-operatives. (6) When two or more co-operatives amalgamate themselves into a new co-operative under this section, all the members of the co-operatives who have assented or are deemed to have assented to the amalgamation shall be deemed to have been become members of the new co-operative. (7) When special resolutions passed under sub-section (1) take effect, the resolutions shall be sufficient conveyance to vest the assets and liabilities in the transferee without any further assurance.

(1) A Co-operative may, by a special resolution, decide to mere itself into any other co-operative which agrees, by a special resolution, to such merger. (2) Where special resolutions are passed under sub-section (1), each co-operative shall, within the following 15 days, give notice thereof together with a copy of the resolution passed by it to all its members and creditors, and notwithstanding any provision in the articles of association or contract to the contrary, any member other than one who voted in favour of the proposed merger, or creditor shall, during a period of fifteen days from the date of service of the notice upon him/her, have the option of withdrawing from the co-operative, his/her interests, subject to the discharge of his/her obligations to the co-operative. (3) Any member or creditor who does not exercise his/her option within the period specified in sub-section (2) shall be deemed to have assented to the resolution. (4) The special resolutions passed under sub-section (1) shall not take effect until- (a) all claims of the members and creditors of each co-operative who have exercised the option under sub-section (2) have been met in full or otherwise satisfied; and (b) information of the impending merger and settlement of claims of members and creditors is sent to the Registrar and the Registrar’s acknowledgement of receipt of the information is obtained. (5) When a co-operative merges itself into any other co-operative under this section, the registration of the co-operative shall stand cancelled and it shall be deemed to have been dissolved and shall cease to exist as a registered body, and the Registrar shall delete the name of the co-operative from the register of co-operatives. (6) When a co-operative merges itself into any other co-operative under this section, the members of the first co-operative shall be deemed to have become the members of the second co-operative. (7) When special resolutions passed under sub-section (1) take effect, the resolutions shall be sufficient conveyance to vest the assets and liabilities in the transferee without any further assurance.

(1) The submission of Memorandum for registration as a co-operative under this Act shall be accompanied by a fee amounting to one percent of the authorized equity capital of the proposed co-operative, such, however, that the fee shall be not less than Rs. 200;