(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 cooperative from the register of co-operatives.
Division 11. (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.
Amalgamation 12. (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 cooperative 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.
Merger 13. (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.
Fee for services 14. (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 rupees two hundred;
Provided that the fee shall be rupees two hundred in the case of such co-operatives as do not intend to have any equity capital.
(2) The fee to be paid by co-operatives and others for various service rendered by the Registrar under this Act may be fixed by the Government and made known to the Registrar, who in turn shall make such information available to any interested person :
Provided that any change in the fee payable for any service may be made by the Government only after publishing in two leading vernacular newspapers or advertising in the vernacular electronic media, inviting comment from those affected.
CHAPTER III MEMBERSHIP Eligibility for membership in a co-operative