21 January 2000
Co-operatives Act 1996 (Victoria)
1. Definitions
In
these rules -
"Act" means the Co‑operatives Act 1996;
“Appendix” means Appendix to
these rules;
“board” means the board of
the co-operative;
“general meeting” means any annual or special general
meeting;
"member"
means a member of the co‑operative;
"month"
means calendar month;
"Registrar" means
the person for the time being holding the office of Registrar of Co‑operatives under the
Act;
“regulations” means the Co-operatives Regulations 1997.
2. Co-operative
principles
The co-operative and its members must comply with the
co-operative principles to the extent that they apply to them.
3. Alteration
of the rules
(1) These rules may be altered by a special
resolution in accordance with section 113 of the Act or by a resolution of the
board in accordance with section 114 of the Act.
(2) A proposed alteration of these rules must be
approved by the Registrar under section 112 of the Act before the resolution
altering the rules is passed.
(3) An alteration of these rules does not take
effect unless and until it is registered by the Registrar under section 115 of
the Act.
(4) Any member is entitled to obtain from the co-operative
a copy of these rules for a fee of five (5) dollars.
4. Name
(1) The name of the co-operative is the North
East Telecommunications Co-operative Ltd.
(2) The co-operative may change its name in
accordance with section 255 of the Act.
(3) The co-operative may abbreviate its name
in accordance with section 253 of the Act.
5. Active
membership provisions
(1) The primary activities of the
co-operative are the activities set out in Part
1 of Appendix 2.
(2) In order to establish active membership
of the co-operative a member must comply with the requirements set out in Part
2 of Appendix 2.
(3) All members must be active members of the
co-operative.
(4) If a member fails or ceases to be an
active member, the board must accordance
with Division 4 of Part 6 of the Act declare the membership of the member cancelled.
6. Qualifications required
for membership
A person is not
qualified to be admitted to membership unless there are reasonable grounds for
believing that the person will be an active member of the co-operative.
7. Membership,
entry fees and subscription
(1) An application for membership in the
co-operative must -
(a) be in a form approved by the board; and
(b) be lodged at the registered office of the
co-operative; and
(c) be accompanied by the relevant fee or
amount as set out in Appendix 3.
(2) The board must consider each application.
(3) The board at its sole discretion may
accept or reject an application for membership and need not give any reason for
its decision.
(4) If the board approves an application for
membership -
(a) the board must ensure that the name of
the person is entered in the register of members, directors in accordance with
sections 75 and 244 of the Act; and
(b) the board must notify the applicant in
writing of the entry in the register;
and
(c) the applicant for membership becomes
entitled to exercise the rights of membership when -
(i) the member’s name appears in the
register of members; and
(ii) the member has paid to the co-operative
the relevant fees and amounts set out in Appendix 3.
(5) If the board rejects an application, the
whole of the money lodged in respect of the application must be refunded to the
applicant without interest.
8. Representation of members
(1) Where a body corporate is a member of the co-operative, that
body corporate may from time to time in such manner as the board of the
co-operative directs, appoint a person to represent it in respect to its
membership.
(2) In accordance with section 70(2) of the Act, a body corporate
must not appoint a person to represent the body corporate as a member of the
co-operative, if he or she is currently a member of the co-operative or a
representative of another body corporate member.
(3) In accordance with section 70(4) of the Act, a person is not
qualified to be appointed the representative of a company that is not a listed
corporation (within the meaning of the Corporations Law) unless the person is
an officer, member or shareholder of the company.
9. Ceasing
membership
A
person ceases to be a member in each of the following circumstances -
(a) if the member's membership is cancelled
under Part 6 of the Act;
(b) if the member is expelled in accordance
with these rules;
(c) if the member becomes bankrupt and the
trustee of the member's estate disclaims any debt, contract, duty or liability
of the member with the co-operative;
(d) on the death of the member;
(e) if the contract of membership is
rescinded on the ground of misrepresentation or mistake;
(f) on notice in writing given by the
member to the Secretary, of the member’s resignation from membership; or
(g) in the case of a member that is a body
corporate, if the body is dissolved.
10. Expulsion
of members
(1) A member may be expelled from the
co-operative if the co-operative by special resolution determines that the
member should be expelled on the ground that -
(a) the member has failed to discharge the
member's obligations to the co‑operative under the Act or these rules;
(b) the member has acted in a manner that has
-
(i) prevented or hindered the co-operative
in carrying out any of its primary activities; or
(ii) brought the co-operative into disrepute;
or
(c) the member has acted in a manner
contrary to any of the co-operative principles and in so acting caused the
co-operative harm.
(2) The member must be given at least 28 days
written notice of the proposed resolution and of the date, time and place of
the meeting at which the resolution will be moved.
(3) The procedure at the general meeting to
consider the proposed resolution is as follows -
(a) the member must be given a reasonable
opportunity to be heard at the meeting;
(b) the member is entitled to call witnesses
and to cross examine witnesses called against the member;
(c) if
the member fails, without reasonable excuse, to attend at the time and place of
which notice has been given, the co-operative may consider the matter in the
absence of the member;
(d) after considering the matter, the
co-operative may by special resolution determine to expel the member.
(4) The expulsion of the member does not take
effect until the special resolution is registered with the Registrar.
(5) When a member is expelled, the
co-operative must repay to the member any amount owing to that member, less any
amount owing by the member to the co-operative, and cancel the member’s
membership.
11. Suspension
of members
(1) A member may be suspended from membership
of the co-operative for a period not exceeding one year if the co-operative by
special resolution determines that the member should be so suspended on the
ground that-
(a) the member has contravened these rules;
or
(b) the member has failed to discharge the
member’s obligations to the co-operative under these rules; or
(c) the member has acted in a manner
detrimental to the
co-operative.
(2) The member must be given at least 28 days
written notice of the proposed resolution and of the date, time and place of
the meeting at which the resolution will be moved.
(3) The procedure at the general meeting to
consider the proposed resolution is as follows -
(a) the member must be given a reasonable
opportunity to be heard at the meeting;
(b) the member is entitled to call witnesses
and to cross examine witnesses called against the member;
(c) if the member fails, without reasonable
cause, to attend at the time and place of which notice has been given, the
co-operative may consider the matter in the absence of the member;
(d) after considering the matter, the co-operative
may by special resolution determine to suspend the member.
(4) A member who is suspended ceases during
the suspension to have the rights of a member except as otherwise provided in
the Act or these rules.
12. Disputes
(1) The grievance procedure set out in this
rule applies to disputes under these rules between -
(a) a member and another member; or
(b) a member and the co-operative.
(2) The parties to the dispute must meet and
discuss the matter in dispute, and, if possible, resolve the dispute within 14
days after the dispute comes to the attention of all of the parties.
(3) If the parties are unable to resolve the
dispute at the meeting under sub-rule (2) or if a party fails to attend that
meeting, then the parties must, within 10 days, hold a meeting in the presence
of a mediator.
(4) The mediator must be -
(a) a person chosen by agreement between the
parties; or
(b) in the absence of agreement -
(i) in the case of a dispute between a
member and another member, by the board of the co-operative; or
(ii) in the case of a dispute between a
member and the co-operative, a person who is a mediator with the Dispute
Settlement Centre of Victoria (Department of Justice).
(5) A member of the co-operative can be a
mediator.
(6) The mediator cannot be a member who is a
party to the dispute.
13. Fines
The co-operative will not impose a fine on
a member for any infringement of these rules.
14. Liability
of members
(1) A member is not, as a member, under any
personal liability to the co-operative except for the amount of any charges
payable by the member to the co-operative as required by these rules.
(2) On the death of a member, the member’s
estate remains liable as the member until the member’s personal representative
or some other person is registered in the member’s place.
15. Forfeitures
and cancellations ‑ Inactive members
(1) In accordance with section 131 of the
Act, the board, after giving any notice required under section 136 of the Act,
must declare the membership of a member cancelled if -
(a) the whereabouts of the member are not
presently known to the co-operative and have not been known to the co-operative
for a period of at least 3 years before that time; or
(b) the member is not presently an active
member of the co-operative and has not been an active member of the
co-operative at any time during the period of 3 years immediately before that
time.
(2) Sub-rule (1) applies to a member only if
he or she was a member of the co-operative throughout the period referred to in
paragraph (a) or (b), as the case requires.
(3) If the membership of a member is
cancelled any amount due to the member in respect of the cancellation must be
dealt with in accordance with section 138 of the Act.
16. Death
of a member
(1) Subject to sections 84, 173 and 174 of
the Act, on the death of the member, the board must transfer the deceased
member’s share or interest in the co-operative to -
(a) the executor or administrator of the
deceased member; or
(b) with the consent of the board, to a
person -
(i) who is specified by the personal
representative of the deceased member in an application under section 84 of the
Act; and
(ii) who is qualified to be a member in
accordance with the Act and these rules.
(2) The
board may transfer the interest of a deceased member to a person entitled in
accordance with section 85 of the Act if -
(a) the total value of the interest is less
than $10,000 (or such other amount as may be prescribed by the regulations);
and
(b) there has not been a grant of
administration of the estate, or probate of the will of the deceased member.
17. Transfer
and transmission of debentures
(1) The instrument of transfer of a debenture
must be executed by the transferor (the giver) and the transferee (the
receiver).
(2) The transferor remains the holder of the
debenture until the board consents to the transfer and the name of the
transferee is entered in the registers of debentures in respect of the
debenture.
(3) A transfer of debentures must be in the
form of Appendix 4 or in a form approved by the board.
(4) The board may decline to recognise any
instrument of transfer of a debenture and may decline to register the transfer
unless -
(a) the instrument of transfer is accompanied
by the debenture and such other evidence as the board may reasonably require to
show the right of the transferor to make the transfer; and
(b) any stamp duty payable in respect of the
instrument of transfer has been paid.
(5) If the board refuses to register a
transfer of debenture, it must send written notice of its decision to the
proposed transferee within 28 days after making that decision.
18. Annual
general meetings
(1) In accordance with section 204 of the
Act, the first annual general meeting of the co-operative must be held at any
time within 19 months after the incorporation of the co-operative.
(2) The second or any subsequent annual general
meeting of the co-operative must be held within -
(a) 5 months after the close of the financial
year of the co-operative;
or
(b) any further time that may be allowed by
the Registrar or is prescribed.
(3) The board may determine the date, time
and place of the annual general meeting.
(4) All general meetings of the co-operative
other than the annual general meeting shall be special general meetings.
(5) If the board does not hold an annual
general meeting within the required time, the members may requisition the
meeting in accordance with section 209 of the Act.
19. Special
general meetings
(1) A special general meeting of the
co-operative may be convened at any time by the board of directors.
(2) In
accordance with section 209 of the Act, the board must convene a general
meeting of the co-operative on the written requisition of the number of active
members of the co-operative who together are able to cast at least 20% of the
total number of votes able to be cast at a meeting of the co-operative.
20. Notice of general
meetings
(1) The board must give each member at least
14 days notice of each general meeting.
(2) The notice may be given in accordance
with section 460 of the Act.
(3) The notice must specify the place, the
day and the time of the meeting and if special business is to be transacted,
set out generally the nature of the special business.
(4) If a special resolution is to be proposed
at the meeting at least 21 days notice of that special resolution must be given
to the members of the co-operative in accordance with section 192 of the Act.
(5) A member of the co-operative who wishes
to propose a resolution at a general meeting must give the co-operative written
notice of the resolution.
(6) If notice of an ordinary resolution is
given under sub-rule (5) at least 14 days before the board gives notice of the
meeting, the board must include details of that resolution in the notice of the
meeting.
21. Business
at general meetings
. (1) The ordinary business of the annual
general meeting shall be
(a) to confirm minutes of the last preceding
general meeting (whether annual or special);
(b) to receive from the board, auditors, or
any officers of the co‑operative reports upon the transactions of the co‑operative
during the financial year, including balance sheet, trading account, profit and
loss account, statement of cash flows, and the state of affairs at the end of
that year;
(c) to elect and determine the remuneration
(if any) of directors.
(2) The annual general meeting may also
transact special business of which notice has been given to members in
accordance with these rules.
(3) All
business of a general meeting, other than ordinary business, is special
business.
22. Quorum
at general meetings
(1) An item of business must not be
transacted at a meeting of a co-operative unless a quorum of members entitled
to vote is present during the transaction of that item.
(2) Subject to sub-rule (3) the
quorum of the co-operative is 10 members entitled to vote at a meeting of the
co-operative.
(3) If
within half an hour after the appointed time for the meeting a quorum is not
present, the meeting -
(a) if convened upon the requisition of members,
is abandoned; and
(b) in any other case is to be adjourned to a
day within one month from the meeting and at a time and place as determined by
the board.
(4) If at
an adjourned meeting, under sub-rule (3)(b), a quorum is not present within
half an hour after the time appointed for the meeting the members present shall
be a quorum.
23. Presiding
at general meetings
(1) Subject to this rule, the chairperson of
the board presides at every general meeting of the co-operative.
(2) If the chairperson of the board is unable
or unwilling to preside or is not present within 15 minutes after the time
appointed for the meeting, the members present must select one of their number
to preside.
(3) The person selected under sub-rule (2)
presides at that meeting until the time that the chairperson attends and is
willing to act.
24. Adjournment
of meetings
(1) The person presiding may, with the
consent of a majority of members present at the meeting, adjourn the meeting
from time to time and from place to place.
(2) The person presiding must, if directed by
a majority of members present at the meeting, adjourn the meeting to a date and
time agreed.
(3) No
business may be transacted at an adjourned meeting other than business
unfinished at the meeting which was adjourned.
(4) This rule only applies if there is a
quorum at the meeting to be adjourned.
25. Standing
orders at meetings
(1) Subject to sub-rule (3), the following
standing orders must be observed at general meetings of the co-operative -
(a) The
mover of a proposition must not speak for more than 10 minutes. Subsequent
speakers are allowed 5 minutes, and the mover of the proposition 5 minutes to
reply. The meeting may however by simple majority extend in a particular
instance the time permitted by this rule.
(b) If an amendment to an original
proposition is proposed, no second amendment may be considered until the first
amendment is disposed of.
(c) If an amendment is carried, the
proposition as so amended displaces the original proposition and may itself be
amended.
(d) If an amendment is defeated, then a
further amendment may be moved to the original proposition. However, only one
amendment may be submitted to the meeting for discussion at one time.
(e) The mover of every original proposition,
but not of an amendment, has the right to reply. Immediately after this the
question must be put from the chair. No other member may speak more than once
on the same question, unless permission is given for an explanation, or the
attention of the chairperson is called to a point of order.
(f) Propositions and amendments must be
submitted in writing, if requested by the chairperson.
(g) Any discussion may be closed by a
resolution "that the question be now put" being moved seconded, and
carried. That resolution must be put to the meeting without debate.
(2) Any member, or visitor invited to attend
the meeting by the board, may speak on any issue at a meeting with the
permission of the chairperson subject to any conditions imposed by the
chairperson.
(3) The standing orders may be suspended for
any period by ordinary resolution.
26. Attendance
and voting at general meetings
(1) The right to vote attaches to membership.
(2) A member of the co-operative is not
entitled to vote at a meeting of the co-operative unless that person is an
active member of the co-operative.
(3) Subject to the Act and this rule, every
member of the co-operative has only one vote at a meeting of the co-operative.
(4) A member of a co-operative who is under
18 years of age is not entitled to vote.
(5) In the
case of joint membership -
(a) the joint members have only one vote
between them; and
(b) in the event of a dispute between the
joint holders as to which of the joint holders votes, the vote shall be
exercised by the member whose name appears first in the register of members.
(6) Subject to the Act and these rules, a
question for decision at a general meeting, other than a special resolution,
must be determined by a majority of members present and voting at the meeting.
(7) In accordance with section 208(2) of the
Act, unless a poll is demanded by at least 5 members, a question for decision
at a general meeting must be determined by a show of hands.
(8) In the case of an equality of votes at a
meeting of the co-operative, whether on a show of hands or on a poll, the
chairperson of the meeting at which the show of hands takes place or at which
the poll is demanded may exercise a second or casting vote.
27. Postal
ballot
(1) The manner of voting shall be in
accordance with the regulations.
(2) A special postal ballot or a postal
ballot must be held -
(a) when required by the Act; or
(b) in
accordance with section 202 of the Act, on the written requisition of the number of active members of the
co-operative who together are able
to cast at least 20% of the total number of votes able to be cast at a meeting
of the co-operative; or
(c) if approved by the members by ordinary
resolution; or
(d) as determined by the board.
28. Poll
at general meetings
(1) If a poll (or ballot) is demanded by at
least 5 members, it must be conducted in a manner specified by the person
presiding and the result of the poll is the resolution of the meeting on that
question.
(2) A poll demanded for the election of a
person presiding or on a question of adjournment must be taken immediately, but
any other poll may be conducted at any time before the close of the meeting.
29. Special
and ordinary resolutions
(1) A special resolution is a resolution
which is passed in accordance with sections 192 and 193 of the Act -
(a) by a two-thirds majority at a general
meeting of members; or
(b) by a two-thirds majority in a postal
ballot (other than a special postal ballot) of members; or
(c) by a three-quarters majority in a
special postal ballot of members.
(2) An ordinary resolution is a resolution
passed by a simple majority at a general meeting or in a postal ballot by
members.
(3) A special resolution has effect from the
date that it is passed unless it is required to be registered under section
196(2) of the Act.
30. Board
of directors
(1) There shall be a board of seven
directors.
(2) A director must be -
(a) a natural person; and
(b) not less than 18 years of age.
31. Qualifications
of directors
(1) A person is not qualified to be a
director unless he or she is -
(a) a member of the co-operative or a
representative of a body corporate
which is a member of the co-operative (“member director”);
or
(b) a person qualified as set out in Appendix
5 (“independent director”).
(2) A person must not act as a director if
the person is disqualified under section 214 of the Act.
(3) The first directors of the co-operative
shall be those committee members of the North East Telecentre Inc. who hold
office at the formation of the co‑operative.
32. Independent
directors
(1) The
board may nominate one or two independent directors for approval by members at a general meeting.
(2) The independent director(s) shall be
subject to the same term as the other directors.
33.
Retirement of directors
(1) At the first annual general meeting of
the co‑operative two (2) of the directors must retire and at the next
annual general meeting two (2) of the directors must retire and at the next
annual general meeting three (3) of the directors must retire and this pattern
of rotation is to continue in ensuing years.
(2) A retiring director retains office until
the close of the meeting at which his or her successor is elected.
(3) The directors to retire in any one year
are, subject to the provisions as to the filling of casual vacancies, those
that have been longest in office since their last election and if there are 2
or more directors who became directors on the same day, those who retire must
be determined by lot unless they otherwise agree among themselves.
(4) A retiring director is eligible for re‑election.
34. Election
of directors
(1) At least 6 weeks before an annual general
meeting, the board must -
(a) notify all members of the number of
directors retiring at the annual
general meeting; and
(b) advise the members of -
(i) their eligibility to nominate as a
director; and
(ii) the duties and responsibilities of a
director; and
(iii) the anticipated remuneration (if any);
and
(iv) the nomination and election procedures.
(2) Not less than 6 weeks before the annual
general meeting, a notice must be displayed at the registered office of the
co-operative inviting nominations of candidates for election as directors.
(3) A nomination must -
(a) be signed by 2 or more members; and
(b) provide details of the qualifications and
experience of the person nominated; and
(c) be accompanied by a notice in writing
signed by the candidate agreeing to his or her nomination.
(4) The nomination and the notice referred to
in the sub-rule (3) must be lodged at the registered office of the co-operative
at least 21 days before the annual general meeting.
(5) Details of each person who has been
nominated must be given to members with the notice of the annual general
meeting by the secretary or an officer nominated by the board.
(6) Details to be provided to members must
include the candidate’s -
(a) name; and
(b) age; and
(c) qualifications and experience; and
(d) length of any previous service as a
director of the co-operative or with any other co-operative.
35. Manner of election
(1) The
ballot for the election of directors must be conducted at the annual general
meeting in the manner that the board directs.
(2) If, at the annual general meeting at
which an election of directors ought to take place, the place of any retiring
directors is not filled, the board shall treat any place not filled as a casual
vacancy and shall be filled in accordance with rule 37.
36. Casual vacancy
If there is a casual
vacancy in the office of director under section 219 of the Act, the board may
appoint a person to fill that vacancy but the person appointed must retire at
the next annual general meeting. A casual vacancy appointee retiring at the
next annual general meeting shall be additional t those directors required to
retire under rule 33.
37. Removal from the office
of director
The
co-operative may by special resolution remove any director from office before the end of the director’s period
of office.
38. Deputy directors
(1) In the absence of a director from a
meeting of the board, the board may appoint a person to act as a deputy for
that director.
(2) A person appointed under sub-rule (1)
must -
(i) be a member, if the absent director is
a member;
(ii) be a representative of a body corporate,
if the absent director is a representative of that body corporate;
(iii) be a person qualified as set out in
Appendix 5, if the absent director is a person qualified as set out in Appendix
5.
(3) A person appointed as deputy may act in
the place of the director for whom he or she is deputy.
(4) The other members of the board may by
majority vote remove a deputy director from office.
(5) A deputy director vacates office -
(a) if the deputy director is removed from
office under this rule; or
(b) if the director for whom he or she is
deputy ceases to hold office; or
(c) if the deputy director dies; or
(d) if the deputy director resigns.
(6) A deputy director while acting as a
director is entitled to the same remuneration as that to which the director for
whom he or she is deputy would have been entitled.
39. Remuneration
In accordance with section 229 of
the Act a director of a co-operative must not be paid any remuneration for
services as a director other than fees, concessions and other benefits that are
approved at a general meeting of the co-operative.
40. Delegation
by board
In accordance with section 218 of the Act,
the board may, by resolution, delegate the exercise of such of the board’s
functions (other than this power of delegation) as are specified in the
resolution-
(a) to a director; or
(b) to a committee of 2 or more directors and
other persons if members comprise the majority of persons on the committee.
(c) to a committee of
members of the co-operative and other persons if members comprise the majority
of persons on the committee.
41. Proceedings
of the board
(1) Meetings of the board are to be held as
often as may be necessary for properly conducting the business of the co‑operative
and must in any case be held at least every three months.
(2) Questions arising at any meeting shall be
decided by a majority of votes.
(3) In the case of an equality of votes, the
chairperson has a second or casting vote.
(4) A director may call a meeting of the
board of directors by giving notice individually to every other director.
(5) Except in special circumstances
determined by the chairperson, at least 48 hours notice shall be given to the
directors of all meetings of the board.
42. Quorum
for board meetings
The quorum for a
meeting of the board is four.
43. Chairperson
of board
(1) The chairperson of the board shall be
elected by the board.
(2) If the chairperson of the board is unable
or unwilling to preside or is not present within 15 minutes after the time
appointed for meetings of the board, the members present must select one of
their number to preside.
(3) The person selected under sub-rule (2)
presides at the board meeting until the time that the chairperson attends and
is willing to act.
(4) The board may by ordinary resolution
remove the chairperson from office.
44. Financial
year
The
financial year of the co-operative ends on the 30 June.
45. Seal
(1) In accordance with section 254 of the
Act, the co-operative must ensure that the name of the co-operative appears in
legible characters on its common seal and official seals.
(2) The common seal must be kept at the
registered office of the co-operative in such custody as the board directs.
(3) The co-operative must have, for use in
place of its common seal outside the State where its common seal is kept, one
or more official seals, each of which must be a facsimile of the common seal of
the co-operative with the addition on its face of the name of every place where
it is to be used.
(4) The seal of the co‑operative must
not be affixed to any instrument except in accordance with a resolution of the
board.
(5) Two directors or one director and one
person authorised by the board from time to time must be present when the
common or official seal is affixed to an instrument by another person and must
sign the instrument so sealed.
(6) In accordance with section 49(2) of the
Act, the persons affixing the official seal must certify in writing on the
instrument to which it is affixed, the date and place at which it is affixed.
46. Custody
and inspection of records
A
person is entitled to make a copy of entries in a register specified in section
246(1) of the Act -
(a) if the copy is a photocopy or electronic
copy, on payment of a fee of $1 per page to a maximum of $20; and
(b) in any other case, free of charge.
47.
Banking
(1) The board must ensure that -
(a) a banking account or accounts are kept in
the name of the co-operative; and
(b) all money received by the co-operative is
paid into that account or those accounts as soon as possible after it is
received.
(2) All cheques drawn on such accounts and
all drafts, bills of exchange, promissory notes, and other negotiable
instruments for and on behalf of the co-operative, must be signed by any two
directors as authorised b the board or any one director and one person
authorised by the board from time to time.
48. Safekeeping
of securities
The
co-operative must keep the securities of the co-operative safely in the manner
and with the provision for their safety that the board directs.
49. Audit
(1) The accounts of the co-operative must be
audited in accordance with section 238 of the Act and the regulations made
under that section.
(2) Auditors must be appointed in accordance
with the regulations under section 238 of the Act to audit the accounts of the
co-operative.
(3) An audit must be carried out annually.
50. Co‑operative
funds
(1) Except for sub-rule 3, the funds and
property of the co-operative must be applied solely towards the carrying out
and promotion of its objects and no part may be paid or transferred directly or
indirectly by way of discount, rebate or otherwise by way of profit to members
of the co-operative.
(2) There must be no return or distribution on
surplus to members.
(3) A part of the surplus not exceeding 5%
arising in any year from the business
of the co-operative may be applied for charitable purposes.
51. Provision for loss
Subject to section 271 of
the Act, the board may resolve to retain part of the surplus arising from the
business of the co-operative in any year to be applied to meet any loss on the
transactions of the co-operative.
52. Winding
up
The
winding up of the co-operative must be in accordance with Part 12 of the Act.
53. Indemnity
In
accordance with, but subject to sub-section 227(2) of the Act, the co-operative
indemnifies and shall keep indemnified every officer against any liability
incurred by the officer:
(a) in defending proceedings (whether civil or
criminal) in which judgement is given in favour of the officer or in which the
officer is acquitted; or
(b) in connection with an application in
relation to such proceedings in which relief is granted to the officer under
section 227 of the Act.
Schedule of
charges -
Copies of
entry in register refer to rule 47
Copy of rules $5
Part 1
Primary activity – The provision of a range of online and related
telecommunications services
Active membership requirements – Fully paid up subscriber to the services
of North East Telecommunications Co-operative under Section 126 of the Act.
Entry fee - $20.00
Subscription - As per schedule of charges published
from time to time.
Terms of
payment – monthly
and/or annual
This form can be used for a transfer of debentures.
I,
A.B (“the transferor”) of.................................................in
the State of....................
In
consideration of the sum of $………………….
............................................................
paid
to me by C.D.(“the transferee”) of.......................................in the
State of...................
transfer
to the transferee the debenture or debentures
numbered....................
in
the North East Telecommunications Co-operative Ltd
to
be held by the transferee, the transferee's executors, administrators, and
assigns, subject to the several conditions on which I hold the same at the time
of the execution,
and
I, the transferee, agree
to take the debenture or debentures subject to the conditions previously
referred to in this document.
Dated
this .................. day of ................................. ...........
Signed
by
..............................................................................................transferor.
In
the presence of ...................................................................witness.
....................................................................................witness
address
Signed
by
.............................................................................................transferee.
In
the presence of
....................................................................witness.
.....................................................................................witness
address
Appendix 5
Qualifications of an independent director
A person who has experience or expertise
in an area relevant to the business of the co-operative.