Co-operative and Community Benefit Societies Act 2014

JurisdictionEngland & Wales
Citation2014 c. 14


Co-operative and Community Benefit Societies Act 2014

2014 CHAPTER 14

An Act to consolidate certain enactments relating to co-operative societies, community benefit societies and other societies registered or treated as registered under the Industrial and Provident Societies Act 1965, with amendments to give effect to recommendations of the Law Commission and the Scottish Law Commission.

[14th May 2014]

Be it enacted by the Queen's most Excellent Majesty, by and with the advice and consent of the Lords Spiritual and Temporal, and Commons, in this present Parliament assembled, and by the authority of the same, as follows:-

1 Registration

Part 1

Registration

Introduction

Introduction

S-1 Meaning of "registered society"

1 Meaning of "registered society"

(1) In this Act "registered society" means a society registered under this Act, that is-

(a) a society registered under this Act on or after 1 A ugust 2014 (the day this Act comes into force), or

(b) (by virtue of section 150(1)) a society that immediately before that date was registered or treated as registered under the 1965 Act.

(2) In this Act "the 1965 Act" means the Industrial and Provident Societies Act 1965.

Registration

Registration

S-2 Societies that may be registered

2 Societies that may be registered

(1) A society for carrying on any industry, business or trade (including dealings of any kind with land) which meets the conditions in subsection (2) may be registered under this Act as-

(a) a co-operative society, or

(b) a community benefit society.

(2) The conditions are-

(a) that it is shown to the satisfaction of the FCA-

(i) in the case of registration as a co-operative society, that the society is a bona fide co-operative society, or

(ii) in the case of registration as a community benefit society, that the business of the society is being, or is intended to be, conducted for the benefit of the community,

(b) that-

(i) the society has at least 3 members, or

(ii) the society has 2 members both of which are registered societies,

(c) that the society's rules contain provision in respect of the matters mentioned in section 14, and

(d) that the place that under those rules is to be the society's registered office is in Great Britain or the Channel Islands.

(3) For the purposes of subsection (2)(a)(i) "co-operative society" does not include a society that carries on, or intends to carry on, business with the object of making profits mainly for the payment of interest, dividends or bonuses on money invested or deposited with, or lent to, the society or any other person.

(4) For registration under this Act as a credit union, see the Credit Unions Act 1979.

S-3 Registration

3 Registration

(1) An application for the registration of a society under this Act is made by sending the following to the FCA-

(a) an application for registration, signed by-

(i) the society's secretary and 3 of its members, or

(ii) where both or all of its members are registered societies, the secretaries of 2 of those registered societies, and

(b) 2 copies of the society's rules or, if the application is made by electronic means, 1 copy of those rules.

(2) If the FCA is satisfied that the society has complied with the requirements under this Act as to registration, it must-

(a) register the society, and

(b) give the society an acknowledgment of registration bearing the FCA's seal.

(3) A registered society is by virtue of its registration a body corporate by its registered name, with limited liability.

(4) The society may sue and be sued by its registered name.

(5) Registration vests in the society all property for the time being vested in any person in trust for the society.

(6) Any legal proceedings pending by or against the trustees of the society may (once the society is registered) be brought or continued by or against the society.

(7) The acknowledgement of registration also constitutes an acknowledgment of, and is conclusive evidence of, the registration under this Act of the rules of the society in force at the date of the society's registration.

S-4 Registration etc: special cases

4 Registration etc: special cases

(1) A society which has any withdrawable share capital may not be registered with the object of ca rrying on the business of banking.

(2) Section 67(2) (taking of deposits below limits specified there not to be treated as carrying on the business of banking) applies for the purposes of subsection (1).

(3) For the prohibition on registering a society whose objects are wholly or substantially those of a credit union otherwise than as a credit union, see section 2(3) of the Credit Unions Act 1979.

(4) Subsection (5) applies where, for the purposes of securing (and maintaining) approval of its profit sharing scheme in accordance with Part 1 of Schedule 9 to the Income and Corporation Taxes Act 1988, the rules of a society that is a workers' co-operative contain any of the following-

(a) provision for membership of the society by trustees of the scheme;

(b) provision denying voting rights to those trustees;

(c) other provisions which appear to the FCA to be reasonably necessary for that purpose.

(5) The provisions are to be disregarded in determining-

(a) whether the society should be registered as a co-operative society under this Act;

(b) if the society is a registered society, whether for the purposes of this Part the society is a bona fide co-operative society.

Cancellation of registration

Cancellation of registration

S-5 Cancellation of registration: conditions for cancellation

5 Cancellation of registration: conditions for cancellation

(1) The FCA may, in writing, cancel the registration of a registered society if any of conditions A to E is met.

(2) Condition A is that-

(a) the society has requested the cancellation of its registration,

(b) the request is evidenced in such way as the FCA from time to time directs, and

(c) the FCA considers it appropriate to cancel the registration.

(3) Condition B is that any of the following is proved to the FCA's satisfaction-

(a) that an acknowledgment of registration has been obtained by fraud or mistake;

(b) that the society has less than 3 members (and does not have 2 members both of which are registered societies);

(c) that the society has ceased to exist.

(4) Condition C is that it is proved to the FCA's satisfaction-

(a) that the society exists for an illegal purpose, or

(b) that the society has wilfully and after notice from the FCA violated any of the provisions of this Act.

(5) Condition D is that it appears to the FCA-

(a) in the case of a society registered as a co-operative society, that the condition in section 2(2)(a)(i) is not met;

(b) in the case of a society registered as a community benefit society, that the condition in section 2(2)(a)(ii) is not met;

(c) in the case of a pre-commencement society, that neither of the conditions in section 2(2)(a) is met.

(6) Condition E is that-

(a) the society's registered rules contain provision of a kind authorised by section 22 (rules of agricultural, horticultural or forestry society), and

(b) it appears to the FCA that-

(i) the society no longer consists mainly of members of a kind mentioned in that section, or

(ii) the activities carried on by the society do not mainly consist in making advances to its members for the purposes mentioned there.

S-6 Cancellation of registration: procedure and effect

6 Cancellation of registration: procedure and effect

(1) The FCA must give a registered society at least 2 months' notice in writing of the proposed cancellation of its registration, specifying briefly the ground of the proposed cancellation.

(2) Subsection (1) does not apply to any cancellation-

(a) made by virtue of condition A in section 5 (cancellation at society's request),

(b) made by virtue of section 112(2) (cancellation following conversion into a company etc), or

(c) made after a relevant certificate within the meaning of section 126 (certificate that society's property has been transferred to persons entitled to it) has been lodged with the FCA.

(3) If the society appeals under section 9 before the end of the period of notice, its registration may not be cancelled before the date the appeal is determined or abandoned.

For the FCA's power to suspend the society's registration in these circumstances, see section 8(3).

(4) For the right of the society to make representations and to be heard by the FCA in a case where condition D in section 5 is relied on, see section 7.

(5) The FCA must consult the PRA before cancelling the registration of a registered society that is a PRA-authorised person.

(6) The FCA must ensure that, as soon as practicable after a society's registration is cancelled, notice of the cancellation is published in-

(a) the Gazette, and

(b) a local newspaper circulating in or about the locality in which the society's registered office is situated.

(7) As from the date of publication of the notice in the Gazette, the society ceases to be entitled to any of the privileges of this Act as a registered society.

This does not affect any liability incurred by the society (which may be enforced against it as if the cancellation had not occurred).

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