CO-OPERATIVE SOCIETIES
THE CO-OPERATIVE SOCIETIES ACT
ARRANGEMENT OF SECTIONS
1. Short title.
2. Interpretation.
Registration
3. Appointment of Registrar and Assistant Registrars.
4. Societies which may be registered.
5. Conditions of registration.
6. Application for registration.
7. Registration.
8. Societies to be bodies corporate.
9. Evidence of registration.
Duties and Privileges of Societies
10. Power of registered society to make rules.
11. Amendment of rules.
12. Address of society.
13. Publication of name.
14. Copy of Act. etc., to be open to inspection.
15. Disposal of produce to or through a registered society.
16. Creation of charges in favour of registered societies.
17. Charge and set off in respect of shares or interest of members.
18. Power of nomination.
19. Transfer or payment of value of interest on death of member.
20. Deposits by or on behalf of minors.
21. Register of members.
22. Evidence of documents and of entries in books.
23. Qualifications for membership.
24. Members not to exercise rights until due payment made.
25. Restriction of membership in society.
26. Voting rights.
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2 CO-OPERATIVE SOCIETIES
27. Liability of infants on contracts.
28. No individual to hold more than 20% of share capital.
29. Restriction on transfer of share or interest.
30. Liability of past member and estate of deceased member for
debts of society.
Property and Funds of Registered Societies
31. Loans made by registered societies.
32. Deposits and loans received by a registered society.
33. Restrictions on other transactions with non-members.
34. Disposal of dividends and bonus.
35. Reserve funds.
36. Allocation to education or charity.
37. Disposal of surplus moneys.
Audit, Inspection and Inquiry
38. Audit.
39. Power of Registrar to inspect books. etc., of the society.
40. Inquiry and inspection.
Dissolution of Registered Society
41. Dissolution.
42. Cancellation of registration due to lack of membership.
43. Effect of cancellation of registration.
44. Appointment of liquidator.
45. Powers of a liquidator.
46. Power of Registrar to control liquidation.
4 6 ~ . Suspension of registration.
47. Enforcement of order.
48. Limitation of the jurisdiction of the civil court.
49. Closure of liquidation.
Disputes
50. Settlement of disputes.
51. Case stated on question of law.
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CO-OPERA TIVE SOCIETIES
Regulations
3
52. Regulations.
Miscellaneous
53. Amalgamation.
54. Conversion.
55. Conversion effective upon issue of certificate of registration by
56. Provision for fines and penalties against members.
57. Injunction and specific performances.
58. Prohibition of the use of the word “Co-operative”.
59. Exemption from income tax and stamp duty.
60. Offences.
61. Punishment of fraud or misappropriation.
62. Venue.
63. Penalties.
64. Agricultural Loan Society.
Registrar.
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CO-OPERATIVE SOCIETIES 5
cap. 7s.
Law
46 of 1957.
AcQ
6 of 1974.
[Zsf Ocfober, 1950.1 26 1 ~ 1 5 ,
3 of 192.
THE CO-OPERATIVE SOCIETIES ACT
1. This Act may be cited as the Co-operative Societies Shorttitle.
Act.
2. In this Act- Interpre-
tation. ‘bonus” means a share of the profits of a registered society
divided among its members in proportion to the volume
of business done with the society by them from which
the profits of the society were derived;
“committee” means the governing body of a registered
society to whom the management of its affairs is
entrusted;
“dividend” means a share of the profits of a registered
society divided among its members in proportion to the
share capital held by them;
“member” includes a person or registered society joining
in the application for the registration of a society and
a person or registered society admitted to membership
in accordance with the rules;
“officer” includes the chairman, secretary, treasurer, mem-
ber of committee, or other person empowered under
the regulations or rules to give directions in regard to
the business of a registered society;
“registered society” means a co-operative society registered
under this Act;
“Registrar” means the Registrar of Co-operative Societies
appointed under section 3 and includes any person
when exercising such powers of the Registrar as may
have been conferred upon him under that section;
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6 CO-OPER A TlVE SOCl ET1 ES
Appoint-
ment of
Registrar
and
Assistant
Registrars.
Societies
which may
be regis-
iered.
4611 957
s. 2.
Conditions
of regis-
tration.
4611957 s. 3.
“regulations” means regulations made under this Act;
“rules” means the registered rules made by a society under
this Act.
Registration
3. The Governor-General may appoint a person to be
Registrar of Co-operative Societies for Jamaica and may
appoint persons to assist such Registrar and may by general
or special order published in the Gazette, confer on any
such persons all or any of the powers of a Registrar under
this Act.
4. Subject to the provisions of this Act a society may be
(a) has as its object the promotion of the economic
interests of its members in accordance with co-
operative principles and consists of not less than
ten members each of whom is qualified under
section 23 for membership; or
(b) is established with the object of facilitating the
operations of a society described in paragraph (a)
and includes among its members at least two
registered societies.
registered under this Act which-
5.-(1) The word “co-operative” shall form part of the
name of every registered society.
(2) The liability of every registered society which
includes one or more registered societies among its members
shall be limited.
(3) The word “limited” shall be the last word in the
name of every registered society with limited liability.
(4) No society shall be registered under this Act under
a name identical with that under which any other existing
society is registered or so nearly resembling such name as
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CO-OPERATIVE SOCIETIES 7
to be likely to mislead the members or the public as to its
identity.
6 . 4 1) For the purpose of registration an application Application
for regis-
tration. shall be made to the Registrar.
(2) The application shall be signed-
in the case of a society of which no member is a
registered society, by at least ten persons qualified
in accordance with the requirements of section 23; 46/1957
and
in the case of a society of which a member is a
registered society, by a duly authorized person on
behalf of every such registered society, and, where
all the members of the society are not registered
societies, by ten other members, or where there are
less than ten other members, by all of them.
s. 4.
(3) The application shall be accompanied by three
copies of the proposed rules of the society and the persons
by whom or on whose behalf such application is made shall
furnish such information in regard to the society as the
Registrar may require.
(4) The application shall be accompanied by the
prescribed registration fee.
7.-( 1) When an application for registration is made, the Registration.
Registrar shall satisfy himself that the society has complied
with the provisions of this Act and any regulations made
thereunder and that the society is a bona fide co-operative
society and that its proposed rules are in conformity with
the requirements of this Act and any regulations made
thereunder, and for these purposes may make such enquiries
and obtain such information as he thinks fit.
(2) The Registrar upon being satisfied of the fore-
going matters may register the society and its rules and
shall publish notice thereof in the Gazette.
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8 CO-OPERATIVE SOCIETIES
Societies to
be bodies
corporate.
Evidence of
registration.
Power of
registered
society to
make rules.
4611957
s. 5.
(3) If the Registrar refuses to register a society an
appeal shall lie to the tribunal appointed by regulations
under this Act within one month from the date of such
refusal. The decision of the tribunal shall be final and shall
not be called in question in any civil court.
8. The registration of a society shall render it a body
corporate by the name under which it is registered, with
perpetual succession, and with power to hold property, to
enter into contracts, to institute and defend suits and other
legal proceedings, and to do all things necessary for the
purpose of its constitution.
9. A certificate of registration signed by the Registrar
shall be conclusive evidence that the society therein men-
tioned is duly registered, unless it is proved that the
registration of the society has been cancelled.
Duties and Privileges of Societies
10.-(1) Every registered society may, subject to the
approval of the Registrar, make rules for any such things as
are necessary or desirable for the purpose for which such
society is established and in particular but without prejudice
to the generality of the foregoing, may make rules-
providing that the area in which the society does
business and has members shall be divided into
districts, and that members of the committee be
elected from such districts either directly or by
district delegates;
(b) prescribing the number of members of the com-
mittee to be elected from each district;
(c) prescribing the method of forming new districts,
either as additions to or substitutes for old
districts;
(a)
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CO-OPERATIVE SOCIETIES 9
(4 prescribing the manner and method of electing
district delegates and the number thereof, and pro-
viding for the delegation to such district delegates
of all or any of the powers exercisable by the mem-
bers assembled at general meetings and for the
method of calling and the persons who may call
meetings of delegates;
(e) providing that a meeting of the delegates shall
take the place fully and effectually in every way of
a meeting of the members of the society.
(2) Rules made under subsection (1) shall bind the
society and every member thereof and every person claim-
ing through such member to the same extent as if every
such member had subscribed his name and affixed his seal
thereto and there were contained in such rules a covenant
on the part of such member, his heirs, executors, adminis-
trators and assigns to be bound thereby.
11.-(1) Any registered society may, subject to this Act h e n b e n t
and any regulations made thereunder, amend its rules, ofruleS.
including the rule which declares the name of the society.
(2) No amendment of the rules of a registered society
shall be valid until that amendment has been registered
under this Act, for which purpose three copies of the amend- 46/1957
(3) If the Registrar is satisfied that any amendment
of the rules is not contrary to this Act or regulations made
thereunder, he may register the amendment :
Provided that the Registrar may for reasons to be given
to the society refuse to register an amendment. If the
Registrar shall refuse to register any amendment of any
rule, an appeal shall lie to the tribunal appointed by regula-
tions made under this Act within one month from the date
of such refusal. The decision of the tribunal shall be final,
and shall not be called in question in any civil court.
ment shall be forwarded to the Registrar. S. 6.
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10 CO-OPERATIVE SOClETlES
Address of
society.
Publication
of name.
4611957 s. 7.
copy of
Act, etc., to
be open to
inspection.
Disposal of
produce to
or through
a registered
society.
(4) An amendment which changes the name of a
registered society shall not affect any right or obligation of
the society or of any of its members or past members, and
any legal proceedings pending may be continued by or
against the society under its new name.
(5) When the Registrar registers an amendment of
the rules of a registered society, he shall issue to the society
a copy of the amendment certified by him, which shall be
conclusive evidence of the fact that the amendment has been
duly registered.
12. Every registered society shall have an address
registered in accordance with the regulations, to which all
notices and communications may be sent, and shall send to
the Registrar notice of every change of that address.
13. Every registered society shall paint or affix and keep
painted or affixed its registered name, in letters easily
legible, in a conspicuous position on the outside of every
office or place in which the business of the society is carried
on.
14. Every registered society shall keep a copy of this Act
and of the regulations and of its rules and a list of its
members open to inspection, free of charge, at all reasonable
times at the registered address of the society.
lS.-(l) A registered society which has as one of its
objects the disposal of any article produced or obtained by
the work or industry of its members, whether the produce
of agriculture, animal husbandry, forestry, fisheries, handi-
crafts or otherwise, may provide in its rules or may other-
wise contract with its members-
(a) that every such member who produces any such
article shall dispose of the whole or any specified
amount, proportion or description thereof to or
through the society; and
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CO-OPERATIVE SOCIETIES 11
(b) that any member who is proved or adjudged to be
guilty of a breach of the rules or contract shall pay
to the society as liquidated damages a sum ascer-
tained or assessed in such manner as may be
prescribed by the aforesaid rules or contract.
(2) No contract entered into under the provisions of
this section shall be contested in any court on the ground
only that it constitutes a contract in restraint of trade.
16. Subject to any prior claim of the Crown on the pro- Creationof
charges in perty of a debtor and to any charge under the Agricultural favourof
Loan Societies Law (now repealed), or under the Agri- :z$Zzed
cultural Loans Act and to the lien or claim of a landlord pg;
in respect of rent or any money recoverable as rent and in Wtn.now
the case of immovable property to any prior registered
charge thereon-
(a) any debt or outstanding demand payable to a
registered society by any member or past member
shall be a first charge on all crops or other agri-
cultural produce, felled timber or other forest
produce, marine produce, fish (fresh water and
salt water), livestock, fodder, agricultural, indus-
trial and fishing implements, plant machinery,
boats, tackle and nets, raw materials, stock in
trade and generally all produce of labour and
things used in connection with production raised,
purchased or produced in whole or in part from
any loan whether in money or in goods given him
by the society :
Provided that nothing herein contained shall
affect the claim of any bona fide purchaser or
transferee without notice;
(b) any outstanding demands or dues payable to a
registered housing society by any member or past
member in respect of rent, shares, loans or pur-
repealed).
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12 CO-OPERATIVE SOClETIES
chase money or any other rights or amounts pay-
able to such society shall be a first charge upon his
interest in the immovable property af the society.
Chargeand
respectof
sharesor
members.
17. A registered society shall have a charge, upon the
shares or interest in the capital and on the deposits of a
member or past member or deceased member and upon any
dividend, bonus or profits payable to a member or past
member or estate, for any debt due by a member to the
society, and may apply any sum credited or payable to a
member or past member or estate of a deceased member in
or towards payment of any such debt.
set off in
interest of
Power of
nomination.
461 1957
S. 8.
18.-(1) A member of a registered society may, by in-
strument in writing signed by such member in the presence
of two attesting witnesses and delivered at or sent to the
registered office of the society during the lifetime of such
member or made in any book kept thereat, nominate any
person or persons to or among whom there shall be trans-
ferred at his death such property in the society as may be
his at the time of his decease, or as may have accrued
thereon, whether in shares, loans, or deposits, or so much
thereof as is specified in such nomination, if the nomina-
tion does not comprise the whole :
Provided that no member of a registered society with
share capital shall be entitled to nominate more than one
person unless such member holds more than one share.
(2) A nomination so made may be revoked or varied
by a subsequent nomination signed, attested and delivered,
or sent or made as aforesaid, or by any similar document
in the nature of a revocation or variation signed by the
nominator in the presence of two attesting witnesses and
delivered, sent or made as aforesaid, but shall not be revo-
cable or variable by the will of the nominator or by any
codicil thereto.
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CO-OPERATIVE SOCIETIES 13
(3) The society shall keep a book wherein the names
of all persons so nominated and all revocations or varia-
tions, if any, of such nominations shall be recorded.
19.-(1) On the death of a member, a registered society Transteror
shall, subject to the provisions of subsections (2) and (3)- payment v lueof of
interest on
member.
(a) transfer to any person nominated in accordance deathof
with the provisions of section 18 the property of &/I957
the deceased member or such property as may S.8.
have accrued thereon, comprised in the nomina-
tion in manner directed by the nomination, or
pay to every person entitled thereunder the full
value of the property given to him;
(b) transfer to the personal representatives of the
deceased member any property of the deceased
member in the society, or such property as may
have accrued thereon, not comprised in any nomi-
nation, or pay to the personal representatives the
full value of such property.
(2) Any person entitled, under paragraph (a) or (b)
of subsection (l), to receive property or payment of the
value thereof from a society with unlimited liability may
require payment by the society of the value of such
property.
(3) Any share or interest of a deceased member of
a society with limited liability may be transferred by the
society to-
(a) the person entitled thereto under paragraph (a) or
(b) of subsection (11, if such person is qualified to
be a member of the society; or
(b) any other person qualified to be a member of the
society and specified, within six months of the
death of the deceased member, in an application
by the person entitled thereto under paragraph
(a) or (b) of subsection (1).
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14 CO-OPERATIVE SOCIETIES
261 1975
s. 2.
Deposits by
or on behalf
of minors.
Register of
members.
Evidence
ments and
of entries
in books.
461 1957
S. 9(a).
of docu-
(4) All transfers and payments made by a registered
society in accordance with the provisions of this section
shall be valid and effectual against any demand made upon
the society by any other person.
( 5 ) In this section the expression “personal repre-
sentatives” includes, where the value of the property to be
transferred or paid by a registered society in respect of a
deceased member does not exceed two thousand dollars,
such person as may appear to the registered society, on
such evidence as the society may deem satisfactory, to be
entitled by law to receive payment.
20.-(1) A registered society may receive deposits from
or for the benefit of minors and it shall be lawful for a
registered society to pay such minors the interest which
may become due on such deposits. Any deposits made by
a minor, may, together with the interest accrued thereon, be
paid to that minor; and any deposit made on behalf of a
minor may, together with the interest accrued thereon, be
paid to the guardian of that minor for the use of the minor.
(2) The receipt of any minor or guardian for money
paid to him under this section shall be a sufficient discharge
of the liability of the society in respect of that money.
21. Any register or list of members kept by any registered
society shall be prima facie evidence of any of the following
particulars entered therein-
(a) the date at which the name of any person was
entered in such register or list as a member;
(6) the date at which any such person ceased to be a
member.
22.-(1) A copy of any entry in a book of a registered
society regularly kept in the course of business shall, if
certified in such manner as may be prescribed by the
regulations, be received in any legal proceedings, civil or
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CO-OPERATIVE SOCIETIES 15
criminal, as prima fack evidence of the existence of such
entry and shall be admitted as evidence of the matters,
transactions and accounts therein recorded in every case
where, and to the same extent as, the original entry itself
is admissible.
(2) N o officer of any such society shall, in any legal
proceedings to which the society is not a party, be compelled
to produce any of the books of the society, the contents of
which can be proved under subsection (1) or to appear as
a witness to prove any matters, transactions or accounts
therein recorded, unless the court for special reasons so
directs.
(3) Every copy of rules or other instruments or 46/1957
S. 9 (b). documents, and every extract of an instrument or docu-
ment, bearing the seal or signature of the Registrar, shall
be received in evidence without further proof; and every
document purporting to be signed by the Registrar under
this Act shall, in the absence of any evidence to the contrary,
be received in evidence without further proof of the
signature.
23. No person other than a registered society shall be a ~df i~-
tions for
membership.
461 1957
s. 3.
member of a registered society unless-
(a) he has attained the age of sixteen years; and
(b) there exists between himself and the other mem-
bers of the society some common bond of occu-
pation or association or of residence in a defined
neighbourhood, community or district.
F6E975
24. No member of a registered society shall exercise the Members
not to right of a member unless or until he has made such payment exercLm
to the society in respect of membership or acquired such
interest in the society as may be prescribed by the rules. mentmde.
-
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16 CO-OPERATWE SOCIETlES
Restriction
shlpin
tociety.
25. Except with the sanction of the Registrar, no person
shall be a member of more than one registered society with
unlimited liability, whose primary object is to grant loans
to its members.
of ,member-
Voting
rights.
26.-(1) Subject to the provisions of this section, no
member of a registered society shall have more than one
vote in the conduct of the affairs of the society :
Provided, however, that in the case of an equality of
votes the chairman shall have a casting vote.
(2) A registered society which is a member of any
other registered society shall have such voting rights as may
be prescribed by the rules, and such voting rights shall be
exercised in accordance with the rules.
(3) A registered society which is a member of any
other registered society may appoint one of its members as
its proxy for the purpose of voting in the conduct of the
affairs of such other registered society.
(4) Delegates elected in accordance with the rules
of a registered society may, unless otherwise provided in
the rules, exercise at annual and special meetings of the
society all the powers of members and in such cases all
references in this Act to the exercise of powers by members
shall be deemed to include the exercise of powers by
delegates.
(5 ) Except as is provided by subsections (3) and (4),
voting by proxy shall not be allowed.
(6) A society, the principal business of which is the
marketing of agricultural products, may by its rules provide
for voting rights to be determined by reference to the
actual or estimated registered amount of the product
marketed.
4611957
S.
461 1957
S. ll(b)*
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CO-OPERATIVE SOCIETIES 17
27. An infant duly admitted as a member of a registered Liabilityof
infants on society shall eiijoy all the rights and be subject to all the contrack
liabilities of an ordinary member and any contracts made
by such person as a member of such society shall be
enforceable at law.
28. Where the liability of the members of a registered ~ ~ i ~ d i -
society is limited by shares, no member, other than a
registered society, shall hold more than such portion of 2;:;:
share capital OF the society, subject to a maximum of capitd.
twenty per cent, as may be prescribed by the rules.
29.-(1) The transfer or charge of the share or interest Restriction
of a member or past member or deceased member shall be ~~~~~~~
subject to such conditions as may be prescribed by this Act interest.
or regulations made thereunder :
Provided that a member shall not in any event transfer
any share held by him or his interest in the capital of the
society or any part thereof unless the transfer or charge
is made to the society or to a member of the society or to a
person whose application for membership has been accepted
by the committee.
(2) A purchaser under any execution or any other
person succeeding by operation of law or otherwise to the
share or interest of a member in a society shall not be
entitled to membership or become a member by virtue only
of such purchase or transfer.
(3) A registered society niay by rules provide for the
purchase by the society of the share or interest of any
member.
30. The liability of a past meniber or of the estate of a Liabi.ityof
deceased member for the debts of a registered society as they past member
existed on the date on which such member ceased to be a ofdeceased
member or died shall continue for a period of two years debtsof
reckoned from that date. society.
and estate
member for
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18 CO-OPERA T1 V E SOClETlES
Property and Funds of Registered Societies
Loansm8de
socictier.
61 1974
31. A registered society shall not make a loan to any
Provided that a registered society may make loans to
by registered person other than a member :
another registered society or a member thereof.
s. 2.
Deposits
received by
rociety.
32. A registered society shall receive deposits and loans
from persons who are not members only to such extent and
under such conditions as may be prescribed by the regula-
tions or rules.
and loans
a registered
Restriction* 33. Save as provided in sections 31 and 32, the trans-
transactions actions of a registered society with persons other than
members. members shall be subject to such prohibitions and restric-
tions as may be prescribed by the regulations.
on other
with non-
Dkpo=lof 34. No registered society shall pay a dividend or
and bonus. bonus or distribute any part of its accumulated funds before
the balance sheet has been certified by an auditor approved
by the Registrar.
dividends
Reserve 35.-(1) Every registered society which does or can
derive profit from its transactions shall maintain a reserve
fund.
(2) At least 20 per centum of the net profits of every
registered society as ascertained by the audit prescribed by
section 38 shall be carried to the reserve fund which shall
be employed as prescribed by the regulations:
funds.
2611975
’. (a)’
2611975
s. 4 (c).
Provided that upon application made by a registered
society, the Registrar may, by notice in writing to that
society reduce for so long as the Registrar may allow the
percentage that is required by this section to be carried
to the reserve fund so, however, that such percentage shall
not be less than 10 per centum.
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CO-OPERA TlVE SOCIETIES 19
36. Any registered society may, after the allocation to Nocationto
education or the reserve fund has been made in accordance with section charity.
35, contribute an amount not exceeding ten per cent of
the remaining net balance to any educational or charitable
purpose.
37. Subject to sections 35 and 36, the net balance at the Dispoaalof
surplus end of each year together with any sum available for dis- moneys.
tribution from previous years may be distributed as may
be prescribed by the rules.
Audit, Inspection and Inquiry
by some person authorized by him by general or special
order in writing the accounts of every registered society
once at least in every year.
(2) The audit under subsection (1) shall include an
examination of overdue debts, if any, and a valuation of
the assets and liabilities of the registered society.
(3) The Registrar and every other person appointed
to audit the accounts of a society shall have power when
necessary-
(a) to summon at the time of his audit any officer,
agent, servant or member of the society who he
has reason to believe can give material informa-
tion in regard to any transactions of the society
or the management of its affairs; or
(b) to require production of any book or document
relating to the affairs of, or any cash or securities
belonging to, the society by the officer, agent,
servant or member in possession of such book,
document, cash or securities.
39. The Registrar, or any person authorized by general Powerof
or special order in writing by the Registrar, shall at all zsto
times have access to all the books, accounts, papers and bg;:etc. - society.
3 8 4 1 ) The Registrar shall audit or cause to be audited Audit.
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20 CO-OPERATIVE SOCIETIES
securities of a registered society, and shall be entitled to
inspect the cash in hand; and every officer of the society
shall furnish such information in regard to the transactions
and working of the society as the person making such
inspection may require.
Inquiryand
inspection.
40.-(1) The Registrar may of his own motion, and shall
on the application of a majority of the committee, or of not
less than one-third of the members of a registered society,
hold an inquiry or direct some person authorized by him by
order in writing in this behalf to hold an inquiry into the
constitution, working, and financial condition of a regis-
tered society; and all officers and members of the society
shall furnish such information in regard to the affairs of
the society and produce the cash in hand and such books,
accounts, papers and securities of the society as the
Registrar or the person authorized by him may require.
(2) The Registrar, shall, on the application of a
creditor of the registered society, inspect or direct some
person authorized by him in writing in this behalf to inspect
the books of the society, if the applicant-
(a) proves that an ascertained sum of money is then
due to him and that he has demanded payment
thereof and has not received satisfaction within
a reasonable time; and
461 1957
s. 12.
(b) deposits with the Registrar such sum as security
for the cost of the proposed inspection as the
Registrar may require.
(3) The Registrar shall communicate the results of
any such inspection to the creditor and to the society into
whose affairs inquiry has been made.
(4) Where an inquiry is held under subsection (1)
or an inspection is made under subsection (21, the Registrar
may apportion the costs or such part of the costs, as he
may think right, between the registered society, the mem-
bers demanding an inquiry, the officers or former officers
[The inclusion of this page is authorized by L.N. 60/1976]
CO-OPERATIVE SOCIETIES 21
of the society, and the creditor, if any, on whose applica-
tion the inquiry was made.
( 5 ) Any sum awarded by way of costs against any
society or person under this section may be recovered, on
application to the Court of the Resident Magistrate having
jurisdiction in the place where the registered office of the
society is situated, in like manner as money payable under
a judgment of the Court.
Dissolution of Registered Society
making an inspection under section 40 or on receipt of an
application made by three-fourths of the members of a
registered society is of opinion that the society ought to
be dissolved, he may by order cancel the registration of
the society, and shall publish notice thereof in the Gazette.
(2) Any member of a registered society may within
two months from the date of an order under subsection (1)
appeal from such order to the tribunal appointed by regu-
lations under this Act. The decision of the tribunal shall
be final, and shall not be called in question in any civil
court.
(3) Where no appeal is presented within two months
from the making of an order cancelling the registration of
a society, the order shall take effect on the expiry of that
period. Where an appeal is presented within two months
the order shall not take effect until it is confirmed by the
tribunal appointed by regulations under this Act.
(4) Where the Registrar cancels the registration of
a society under subsection (1) he may make such order as
he may think fit for the custody of the books and docu-
ments and the protection of the assets of the society until
the order cancelling registration takes effect.
(5 ) No registered society shall be wound up save by
an order of the Registrar.
41.-( 1) If the Registrar, after holding an inquiry or Diaolution.
[The inclusion of this page is authorized by L.N. 60/1976]
22 CO-OPERATWE SOCIETlES
Cancellation
of registra-
tion due to
lack of
mcm bership.
Effect of
cancellation
of registra-
tion.
Appoint-
ment of
liquidator.
Powers of a
liquidator.
42. The Registrar may by order in writing cancel the
registration of any registered society other than a society
which includes among its inembers one or more registered
societies, if at any time it is proved that the number of
members has been reduced to less than ten. Every such
order shall take effect from the date thereof.
43. Where the registration of a society is cancelled by
an order under section 41 or under section 42 the society
shall, except for the purposes of winding up as hereinafter
provided, cease to exist as a corporate body from the date
on which the order takes effect, hereinafter referred to as
the date of dissolution.
44. Where the registration of a society is cancelled under
section 41 or section 42, the Registrar may appoint one or
more persons to be, subject to his direction and control,
the liquidator or liquidators of the society.
45.-( 1) A liquidator appointed under section 44 shall,
subject to the guidance and control of the Registrar and to
any limitations imposed by the Registrar by order under
section 46, have power-
(a) to institute and defend suits and other legal pro-
ceedings by and on behalf of the society by his
name or office and to appear in court as a litigant
in person on behalf of the society;
(b) to refer disputes to arbitration;
(c) to determine the contribution to be made by the
members and past members and by estates of
deceased members of the society respectively to
the assets of the society;
(d) to investigate all claims against the society and
subject to the provisions of this Act to decide
questions of priority arising between claimants;
[The inclusion of this page is authorized by L.N. 60/1976]
CO-OPERATIVE SOCIETIES 23
(e) to determine from time to time by what persons
and in what proportion the costs of the liquidation
are to be borne;
(19 to take possession of the books, documents and
assets of the society;
(g) to give such directions in regard to the collection
of the assets of the society and the disposal of the
books and documents of the society as may appear
to him to be necessary for winding up the affairs
of the society;
( I d to appoint a day by proclamation before which
creditors whose claims are not already recorded
in the books of the society shall state their claims
for admission or be excluded from any distribution
made before such claims have been proved;
(i) to compromise any claim by or against the society;
(11 to sell the property of the society;
(k) to call such general meetings of the society as may
be necessary;
(0 to carry on the business of the society so far as
inay be necessary for winding it up beneficially;
(m) to arrange for the distribution of the assets of the
society in a convenient manner when a scheme of
distribution has been approved by the Registrar.
(2) A liquidator appointed under this section shall,
in so far as such powers are necessary for carrying out the
purpose of this section, have all the powers of a Resident
Magistrate to compel the attendance and examination of
witnesses and the production of documents.
46. A liquidator shall exercise his powers subject to the Powerof
(a) rescind or vary any order made by a liquidator and
make whatever new order is required;
Registrar to
control
liquidation.
control and revision of the Registrar, who may-
[The inclusion of this page is authorized by L.N. 60/1976]
21
24 CO-OPERATIVE SOCIETIES
remove a liquidator from office;
call for all books, documents and assets of the
society;
by order in writing limit the powers of a liquidator
under section 45;
require accounts to be rendered to him by the
liquidator;
procure the auditing of the accounts of the
liquidator and authorize the distribution of the
assets of the society;
make an order for the remuneration of the
liquidator;
refer any subject of dispute between a liquidator
and any third party to arbitration if that party
shall have consented in writing to be bound by the
decision of the arbitrator.
Suspension
tion.
26’1975 s. 5.
46A.-(1) The Registrar, in any case in which he might
under section 41 or 42 cancel the registration of a registered
society, may suspend the registration of such society for
any term not exceeding three months and may from time
to time extend the suspension for additional periods not
exceeding in each case three months.
(2) The provisions of section 41 shall apply,
subject to any necessary modifications, in relation to
suspension of the registration of a society for any cause
other than for reduction of membership below ten as they
apply in relation to cancellation of such registration.
(3) Where the registration of a society is suspended
the society shall, while the suspension lasts, cease to enjoy
the rights and privileges of a registered society but without
prejudice to any liability whether civil or criminal incurred
by the society, and any such liability may be enforced
of registra-
[The inclusion of this page is authorized by L.N. 60/1976]
CO-OPERATIVE SOCIETIES 25
after the suspension as if the suspension had 'not taken
place.
47.-(I) The decision of an arbitrator on any matter Enforcunent
referred to him under section 46 shall be binding upon the
parties, and shall be enforceable in like manner as an order
made by the Registrar under that section.
(2) An order made by a liquidator or by the
Registrar under section 45 or section 46 shall be enforced
in the same manner in all respects as an order made by a
Resident Magistrate.
48. Save in so far as is hereinbefore expressly provided, kf%:gs-
no civil court shall have any jurisdiction in respect of any dictionof
matter concerned with the dissolution of a registered society
under this Act.
the civil
49.-(1) In the liquidation of a society whose registration cloaureof
liquidation. has been cancelled, the funds, including the reserve fund
shall be applied first to the costs of liquidation, then to the
discharge of the liabilities of the society, then to the pay-
ment of the share capital and then, provided the rules of
the society permit, to the payment of a dividend.
(2) When the liquidation of a society has been closed
and any creditor of that society has not claimed or received
what is due to him under the scheme of distribution, notice
of the closing of the liquidation shall be published in the
Gazette; and all claims against the funds of the society
liquidated shall be barred when two years have elapsed 4611957
from the date of the publication of the Gazette notice.
(3) Any surplus remaining after the application of
the funds to the purposes specified in subsection (1) shall
not be divided among the members but such surplus shall
be devoted to any purpose specified in the rules of the
S. 13.
-
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26 CO-OPERATIVE SOClErlES
society whose registration has been cancelled, and where
no purpose is so specified, shall be devoted by the Regis:
trar to such co-operative purpose as may be decided by
him in consultation with the members of the society whose
registration has been cancelled.
Disputes
Settlement 50.-(1) If any dispute touching the business of a regis-
(a) among members, past members and persons claim-
ing through members, past members and deceased
members; or
(b) between a member, past member, or person claim-
ing through a member, past member or deceased
member, and the society, its committee, or any
officer of the society; or
(c) between the society or its committee and any officer
of the society; or
(a') between the society and any other registered
society,
such dispute shall be referred to the Registrar. A claim
by a registered society for any debt or demand due to it
from a member, past member or the nominee, heir or legal
representative of a deceased member, shall be deemed to
be a dispute touching the business of the society within the
meaning of this subsection.
(2) The Registrar shall, on receipt of a reference
under subsection (l), refer it for disposal to an arbitrator
or arbitrators.
(3) Any party aggrieved by the award of the arbi-
trator or arbitrators may appeal therefrom to the Registrar
within such period and in such manner as may be
prescribed.
(4) A decision of the Registrar in an appeal under
subsection (3) shall be final and shall not be called in
question in any civil court.
tered society arises- of disputes.
[The inclusion of this page is authorized by L.N. 42/ 19951
CO-OPERA TI V E SOCIETIES 27
(5) The award of the arbitrator or arbitrators under
subsection (2) shall, if no appeal is preferred to the Registrar
under subsection (31, or if any such appeal is abandoned
or withdrawn, be final and shall not be called in question
in any civil court aiid shall bc enforced in the same manner
in all respects as if the award had been a judgment of a
Resident Magistrate.
51.-( 1) Notwithstanding anything contained in section Case stated
50, the Registrar at any t ixe when proceeding to a deci- ; ; c t i o n
sion under this Act, or the tribunal at any h e whcr: an
appeal has been referred to it against any decision of the
Registrar under this Act, may refer any question of law
arising out of such decision for the opinion of the Supreme
Court.
(2) Any Judge, or Judges, of the Supreme Court as
the Chief Justice may direct, may consider and determine
any question of law so referred and the opinion given on
such question shall be final and conclusive.
Regulations
52.-(1) Subject to subsection (3), the Minister may make RealationS.
all such regulations as may be necessary for the purpose of i!lizl,
carrying out or giving effect to the principles and provisions
of this Act.
(2) In particular and without prejudice to the
generality of the power conferred by subsection (l), such
regulations may-
(a) prescribe the forms to be used and the conditions
to be complied with in applying for the registra-
tion of a society and the procedure in the matter
of such applications;
(b) prescribe the conditions to be complied with by
persons applying for admission or admitted as
members, and provide for the election and admis-
sion of members from tiine to time, and the pay-
[The inclusion of this page i s authorized by L.N. 42/ 19951
R/L-14
28 CO-OPER A TI V E SOClETlES
ment to be made and interest to be acquired
before exercising rights of membership;
subject to the provisions of section 28, prescribe
the maximum number of shares or portions of the
capital of a registered society which may be held
by a member;
provide for the withdrawal and expulsion of
members and for the payments to be made to
members who withdraw or are expelled, and for
the liabilities of past members;
provide for general meetings of the members and
for the procedure at such meetings and for the
powers to be exercised by such meetings;
provide for the appointment, suspension and
removal of the members of the committee and
other officers, and for the procedure at meetings
of the committee and for the powers to be exer-
cised and the duties to be performed by the com-
mittee and other officers;
prescribe the matters in respect of which a society
may or shall make rules and for the procedure to
be followed in making, altering and rescinding
rules, and the conditions to be satisfied prior to
such making, alteration or rescission;
regulate the manner in which funds may be raised
by means of shares or debentures or otherwise;
prescribe the payments to be made, the conditions
to be complied with, and the forms of the bonds,
instruments or other docunients to be executed, by
members applying for loans or cash credits, the
period for which loans may be made or credits
granted, and the maximum amount which may be
lent and the maximum credits which may be
allowed to individual members;
-
[The inclusion of this page is authorized by L N . 42/11995]
CO-OPERATIVE SOCIETIES 29
(J1 provide for the mode in which the value of the
interest of a deceased member shall be ascertained:
(k) provide for the mode in which the value of the
interest of a member who has become of unsound
mind incapable of managing himself or his affairs
shall be ascertained and for the nomination of any
person to whom such interests may be paid or
transferred;
(0 provide for the formation and the maintenance of
reserve funds, and the objects to which such funds
may be applied and for the investment of any
funds tinder the control of any registered society;
(rn) prescribe the conditions under which profits may
be distributed to the members of a society.
(n) prescribe the accounts and books to be kept by a
registered society, and for the periodical publica-
tion of a balance sheet showing the assets and
liabilities of a registered society;
(0) provide for the audit of the accounts of registered
societies and for the charges, if any, to be made
for such audit and provide for the levy of contri-
butions from all or any registered societies to a
fund to be used for the audit and supervision of
existing societies and prescribe for the adminis-
tration of such a fund:
( p ) prescribe the returns to be submitted by registered
societies to the Registrar, and the persons by
whom and the form in which the same are to be
made;
(4) provide for the persons by whom, and the form in
which, copies of entries in books of registered
societies may be certified;
[The inctusion of this page is authorized by L.N. 421 1W5]
30 CO-OPERATIVE SOCIETIES
provide for the formation and maintenance of a
register of members, and, where the liability of
inembers is limited by shares, of a register of
shares;
provide for the inspection of documents and
registers at the Registrar’s office and the fees to
be paid therefor and for the issue of copies of
such documents or registers;
prescribe the manner in which any question as to
the breach of any rule or contract relating to the
disposal of produce to or through a society, may
be determined, and the manner in which the
liquidated damages for any such breach may be
ascertained or assessed;
( U ) prescribe the mode of appointing an arbitrator
or arbitrators and the procedure to be followed in
proceedings before such arbitrator or arbitrators;
( v ) provide for the formation of a Joint Co-operative
Council and for the objects and functions of such
a Council;
(w) provide for the appointment of a tribunal to hear
appeals under this Act and to prescribe the fees
to be paid and the procedure to be observed and
all other matters connected with appeals under
this Act.
(3) Regulations under this Act shall not limit-
(a) the rate of interest or dividend which may be paid
by a registered society on funds raised by or
deposits made with the society; or
(b) the rate of interest which may be imposed by a
registered society as respects any funds made
available by that society to any person, whether by
way of loan or otherwise.
._
[The inclusion of this page is authorized by L,N. 42/.1995]
CO-OPERA TIVE .FOCIETIES 31
Miscellaneous
53.-(1) Any two or more registered societies may by Amalgams-
special resolution of both or all such societies become amal- $;;iS5,
gamated as one society with or without any dissolution or S . 1 5 ~ .
division of the funds of such societies or either of them,
and the property of such societies shall become vested in
the amalgama,ted society without the necessity of any form
of conveyance other than that contained in the special
resolution amalgamating the societies :
Provided that amalgamation in pursuance of this Act
shall not prejudice any right of a creditor of any registered
society which is a party thereto.
transfer its engagements to any other registered society
which may, by special resolution, undertake to fulfil the
engagements of that society.
(3) For the purposes of this section “special resolu- 26/1975
tion” means a resolution which is passed by a majority of S. @)*
not less than three-fourths of such members of a registered
society for the time being entitled to vote as may have
voted in person or by proxy, where voting by proxy is
allowed by this Act, at any general meeting of which at
least ten days’ notice specifying the intention to propose
the resolution has been given.
(4) A copy of every special resolution, signed by 46/1957
the chairman of the meeting at which the resolution was !k,’;,$)-
passed, and countersigned by the secretary of the society, S. 6 (c).
shall be sent to the Registrar and registered, and until
that copy is so registered the special resolution shall not
take effect.
(2) A registered society may, by special resolution, 26/1975
S. 6 (a).
5 4 . 4 1) A company registered under the Companies Conversion.
Act or an industrial or provident society registered under
the Industrial and Provident Societies Act or friendly
~
[The inclusion of this page is authorized by L.N. 42/ 19951
32 CO-OPERATIVE SOCIETIES
society registered under the Friendly Societies Act may
by special resolution determine to convert itself into a
registered society.
(2) Any such resolution for conversion into a
registered society shall appoint ten persons, members of a
company, industrial or provident society, or friendly
society, as the case may be. who, together with the secre-
tary, shall sign the rules and who may, by the resolution,
be given such powers to act on behalf of the company,
industrial or provident society, or friendly society, as may
be specified in such resolution.
(3) A copy of the special resolution, together with
three copies of the rules, shall be sent to the Registrar who
shall thereupon proceed as provided in this Act upon an
application for registration.
46/1957
S. 16.
Conversion
effectiy
upon issue
of certifi-
cate of
registration
by
Registrar.
55. A conversion under section 54 shall be deemed to
be effective when the Registrar has issued a certificate of
registration under this Act and thereupon the registration
of the company, industrial or provident society, or friendly
society as such shall become void, and shall be cancelled by
the proper officer, but the registration of any such body as
a registered society shall not affect any right or claim for
the time being subsisting against such body or any penalty
incurred, and any such right or claim or penalty may be
enforced against such body by proceedings taken in the same
manner as if it had not become a registered society. Every
such right or claim, and the liability for every such penalty
shall have priority as against the property of such regis-
tered society over all other rights or claims against, or
liabilities of, the registered society.
Provision
against
56. A registered society shall have the power to provide
under its rules or in any contract made in accordance with
section 15 for the payment by its members of fines and
penalties or specific or ascertainable sums of money by way
for fines and
members.
. . .-
[The inclusion of this page is authorized by L:N. 42/119951
CO-OPERATIVE SOCIETIES 33
of liquidated damages for any infringement of its rules or
any breach of such contract or any term thereof, and may
further provide that the party found guilty of any breach
of such contract or any term thereof shall pay all costs,
expenses and fines in case any action in respect of such
breach is brought by the registered society.
57. In the event of any breach or threatened breach of Injunction
and specific any provision of a contract by a member of any registered
society made in accordance with section 15, such society ances.
shall be entitled to an injunction to restrain such member,
his agents and servants from selling or delivering the agri-
cultural or manufactured product otherwise than in accord-
ance with the contract and to a decree for specific
performance of the said contract by such member. Pending
the adjudication of any action brought by any registered
society under this section and upon ex parte application to
the Supreme Court or to any Resident Magistrate’s Court
having jurisdiction in the matter and upon evidence by
affidavit of the breach or threatened breach and upon the
giving of such undertaking or security as may be approved
by such Court or Judge the registered society shall be
entitled to an interim injunction restraining such breach or
threatened breach.
58.-(1) No person other than a registered society shall Prohibition
trade or carry on business under any name or title of which
the word “Co-operative” or “Co-operation” or any abbre- i.;;;p.ra-
viation or the words “Credit Union” or “Credit Unions”
or any abbreviation is part :
of the use of
Provided that nothing in this section shall apply to the
use by any person or his successor in interest of any name
or title under which he traded or carried on business at
the time of the passing of this Act.
[The inclusion of this page is authorized by L.N. 42/ 19951
34 CO-OPERATIVE SOCIETIES
Exemption
from income
tax and
stamp duty.
461 1957
s. 17.
Offences.
(2) Every person who contravenes the provisions of
this section shall on conivriction before a Resident Magis-
trate be liable to a fine not exceeding one hundred dollars
or to imprisonment for a term not exceeding six months and
in the case of a continuin,o offence to a further fine not
exceeding ten dollars in respect of each day on which the
offence is continued after conviction therefor or in default
of payment thereof to be imprisoned for any term not
exceeding three months.
59.-(1) A registered society shall be exempt from income
tax.
(2) All instruments executed by or on behalf of a
registered society or by or on behalf of an officer or member
relating to the business of such society shall be exempt from
stamp duty.
60.-(1) Every registered society and every officer or
(a) wilfully neglects or refuses to do any act or to
furnish any information required for the purposes
of this Act by the Registrar or other person duly
authorized by him in writing in that behalf; or
(b) wilfully makes a false return or furnishes any
false information,
member thereof who-
shall be guilty of an offence against this Act.
(2) Every person who-
(a) wilfully or without any reasonable excuse disobeys
any summons, requisition or lawfully written order
issued under the provisions of this Act; or
(b) fails to furnish any information lawfully required
from him by a person authorized to do so under
rh: provisions of this Act,
shall be guilty of an offence against this Act.
[The inclusion of this page is authorized by L.N. 41/ 1W951
CO-OPERATIVE SOCIETIES 35
61. If any person obtains possession by false representa- Punish-
the same in his possession withholds or misapplies the same, ~~~~~~-
or wilfully applies any part thereof to purposes other than :3:957
those expressed 01- directed in the rules of the society and
authorized by this Act he shall, on the complaint of the
society, or of any inember authorized by the society, or the
committee thereof, or of the Registrar, be liable on sum-
mary conviction to a fine not exceeding forty dollars with
costs, and to be ordered to deliver up all such property
or to repay all moneys applied improperly, and in default of
such delivery or repayment, or of the payment of such fine,
to be imprisoned, with or without hard labour, for a term
not exceeding three months; but nothing in this section shall
prevent any such person from being proceeded against by
way of indictment, if not previously convicted of the same
offence under this Act.
tion or imposition of any property of a society, or having fraudor ment f
62. An offence against this Act may be prosecuted either venuo.
in the parish in which the offence was committed or in the
parish in which the offender resides or has his principal
place of business in Jamaica.
63. Every person who is guilty of an offence against this Penalties.
Act for which no special punishment is otherwise provided,
shall, upon conviction before a Resident Magistrate, be
liable to a fine not exceeding one hundred dollars or to
imprisonment with or without hard labour for any term
not exceeding six months.
64. Nothing in this Act shall be deemed to apply to any AFiculhnl
agricultural loan society which is a registered society within Loan
the meaning of the Agricultural Loan Societies Law (now ZG.U:53
repealed). npsaled).
~~
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