Division of co-operative society

§16

Summary

(1) Any co-operative society may, after duly informing the Registrar, at a general meeting called for the purpose of which at least fifteen clear days' notice shall be given to its members resolve to divide itself into two or more societies. The resolution (hereinafter in this section referred to as the preliminary resolution) shall contain proposals for the division of the assets and liabilities of the society among the new societies into which it is proposed to divide it and may prescribe the area of operation of and specify the members who will constitute each of the new societies. 1[(2) Notwithstanding any other provision of this Act or of any bye-law of such society, notices of any meeting referred to in this section shall be given to the members of the society and a copy of the preliminary resolution shall be served on the members and creditors of the society in any one or more of the manners specified in sub-section (2) of section 15 which shall mutatis mutandis apply.] (3) (i) Any member of the society may, notwithstanding any bye-law to the contrary, by notice given to the society 2[within a period of thirty days from the date of receipt of a copy of the preliminary resolution under clause (a) of sub-section (2) of section 15 as applicable by virtue of sub-section (2) of this section, or, as the case may be, from the date of its publication in a newspaper under clause (b) thereof] intimate his intention not to become a member of any of the new societies. (ii) Any creditor of the society may, notwithstanding any agreement to the contrary, by notice given to the society within the said period, intimate his intention to demand a return of the amount outstanding to his credit. (4) After expiry of 3[the period referred to in clause (i) of sub-section (3)] a general meeting of which at least fifteen clear days' notice shall be given to its members, shall be convened for considering the preliminary resolution. If at such meeting the preliminary resolution is confirmed by a resolution passed by a majority of not less than two-thirds of the members present either without changes or with such changes as in the opinion of the Registrar, which shall be final, are not material, he may, subject to the provisions of sub-section (5) and (6) and section 7, register the new societies and the bye-laws thereof. On such registration, the registration of the old society shall be deemed such registration, the registration of the old society shall be deemed to have been cancelled. (5) While confirming the preliminary resolution under sub-section (4), provision shall be made by another resolution for- (i) the repayment, subject to the provisions of section 41, of the share capital of all the members who have given notice under clause (i) of sub-section (3); and (ii) the satisfaction of the claims of all the creditors who have given notice under clause (ii) of sub-section (3). (6) If, within such time as the Registrar considers reasonable, the share capital of the members referred to in sub-section (5) is not repaid or the claims of the creditors referred to in that sub-section are not satisfied, the Registrar may refuse to register the new societies. (7) Notwithstanding anything in any other law for the time being in force, the registration of the new societies shall be a sufficient conveyance to vest the assets and liabilities of the original society in the new societies in the manner specified in the preliminary resolution as confirmed under sub-section (4).

(1) Any co-operative society may, after duly informing the Registrar, at a general meeting called for the purpose of which at least fifteen clear days' notice shall be given to its members resolve to divide itself into two or more societies. The resolution (hereinafter in this section referred to as the preliminary resolution) shall contain proposals for the division of the assets and liabilities of the society among the new societies into which it is proposed to divide it and may prescribe the area of operation of and specify the members who will constitute each of the new societies. 1[(2) Notwithstanding any other provision of this Act or of any bye-law of such society, notices of any meeting referred to in this section shall be given to the members of the society and a copy of the preliminary resolution shall be served on the members and creditors of the society in any one or more of the manners specified in sub-section (2) of section 15 which shall mutatis mutandis apply.] (3) (i) Any member of the society may, notwithstanding any bye-law to the contrary, by notice given to the society 2[within a period of thirty days from the date of receipt of a copy of the preliminary resolution under clause (a) of sub-section (2) of section 15 as applicable by virtue of sub-section (2) of this section, or, as the case may be, from the date of its publication in a newspaper under clause (b) thereof] intimate his intention not to become a member of any of the new societies. (ii) Any creditor of the society may, notwithstanding any agreement to the contrary, by notice given to the society within the said period, intimate his intention to demand a return of the amount outstanding to his credit. (4) After expiry of 3[the period referred to in clause (i) of sub-section (3)] a general meeting of which at least fifteen clear days' notice shall be given to its members, shall be convened for considering the preliminary resolution. If at such meeting the preliminary resolution is confirmed by a resolution passed by a majority of not less than two-thirds of the members present either without changes or with such changes as in the opinion of the Registrar, which shall be final, are not material, he may, subject to the provisions of sub-section (5) and (6) and section 7, register the new societies and the bye-laws thereof. On such registration, the registration of the old society shall be deemed such registration, the registration of the old society shall be deemed to have been cancelled. (5) While confirming the preliminary resolution under sub-section (4), provision shall be made by another resolution for- (i) the repayment, subject to the provisions of section 41, of the share capital of all the members who have given notice under clause (i) of sub-section (3); and (ii) the satisfaction of the claims of all the creditors who have given notice under clause (ii) of sub-section (3). (6) If, within such time as the Registrar considers reasonable, the share capital of the members referred to in sub-section (5) is not repaid or the claims of the creditors referred to in that sub-section are not satisfied, the Registrar may refuse to register the new societies. (7) Notwithstanding anything in any other law for the time being in force, the registration of the new societies shall be a sufficient conveyance to vest the assets and liabilities of the original society in the new societies in the manner specified in the preliminary resolution as confirmed under sub-section (4).

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