Co-operative and Community Benefit Societies Act 2014

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

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

a co-operative society, or

a community benefit society.

that the society’s rules contain provision in respect of the matters mentioned in section 14, and

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

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

register the society, and

give the society an acknowledgment of registration bearing the FCA’s seal.

provision for membership of the society by trustees of the scheme;

provision denying voting rights to those trustees;

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

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

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

the society has requested the cancellation of its registration,

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

the FCA considers it appropriate to cancel the registration.

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

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

that the society has ceased to exist.

that the society exists for an illegal purpose, or

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

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

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

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

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

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

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

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

the Gazette, and

a local newspaper circulating in or about the locality in which the society’s registered office is situated.

converting the society into a company, amalgamating it with a company, or transferring its engagements to a company, in accordance with section 112, or

dissolving the society under section 119 or 123,

in England and Wales, to a fine not exceeding level 3 on the standard scale;

in Scotland, to a fine not exceeding level 3 on the standard scale or imprisonment for a term not exceeding 3 months (or both).

suspend the society’s registration for a term not exceeding 3 months, and

from time to time renew any suspension for a term not exceeding 3 months.

a notice of proposed cancellation of a society’s registration is given under section 6, and

before the end of the period of notice, the society appeals under section 9 against the proposed cancellation,

the Gazette, and

a local newspaper circulating in or about the locality in which the society’s registered office is situated.

to refuse to register the society (but see subsection (3)),

to cancel the society’s registration (but see subsections (3) to (5)), or

to renew a suspension of the society’s registration so far as the renewal provides for the suspension to continue more than 3 months from the date its registration was first suspended.

if the society’s registered office is in Scotland, the Court of Session;

otherwise, the High Court.

a refusal to register a society on the ground that a condition in section 2(2)(a) is not met, or

a decision to cancel a society’s registration on the ground that condition D in section 5 is met.

“limited”, or

if the society’s rules state that its registered office is to be in Wales, either “limited” or “cyfyngedig”.

it may register the society by a name which does not comply with subsection (2), or

it may give the society approval under section 13 for a change of name to one that does not comply with that subsection.

the FCA may direct that the word “limited” (or in an appropriate case “cyfyngedig”) be added as the last word in the society’s name, and

if it does so, it must give the society notice of the direction.

its registered office, and

every other office or place in which its business is carried on.

in all of its notices, advertisements and other official publications,

in all of its business correspondence,

in all bills of exchange, promissory notes, endorsements, cheques and orders for money or goods, purporting to be signed by or on behalf of the society,

in all its other business documentation, and

on all its websites.

issues or authorises the issue of a document within subsection (2)
(a), (b) or (d) that does not comply with subsection (2),

signs on behalf of the society a document within subsection (2)(c) that does not comply with subsection (2) or authorises the signing of such a document on its behalf, or

causes or authorises the appearance on the internet of a website within subsection (2)(e) that does not comply with subsection (2),

the society placed the section on the other person’s website, or

the society authorised it to be placed there.

in all of its notices, advertisements and other official publications,

in all of its business correspondence,

in all bills of exchange, promissory notes, endorsements, cheques and orders for money or goods, purporting to be signed by or on behalf of the society,

in all conveyances purporting to be executed by or on behalf of the society,

in all its other business documentation, and

on all its websites.

the document is otherwise wholly in Welsh, and

the statement consists of or includes the word “elusen” or “elusennol”.

issues or authorises the issue of a document within subsection (1)(a), (b) or (e) that does not comply with this section,

signs on behalf of the society a document within subsection (1)(c) that does not comply with this section or authorises the signing of such a document on its behalf,

executes on behalf of the society a document within subsection (1)(d) that does not comply with this section or authorises the execution of such a document on its behalf,

causes or authorises the appearance on the internet of a website within subsection (1)(f) that does not comply with this section,

“conveyance” means any document for the creation, transfer, variation or extinction of an interest in land;

a resolution for that purpose is passed at a general meeting of the society, appropriate notice of the resolution having been given, and

the FCA gives its approval in writing to the change of name.

the notice required by the society’s rules for a resolution changing its name, or

if the rules do not make special provision about the notice for such resolutions, the notice required by the rules for a resolution to amend the rules.

each member had subscribed the member’s name and affixed the member’s seal to the rules, and

there were contained in the rules a covenant on the part of each member and any person claiming through the member to observe the rules (subject to the provisions of this Act).

requires the member to take or subscribe for more shares than the number held by the member at the date of registration of the amendment,

requires the member to pay upon the shares held by the member at that date any sum exceeding the amount unpaid upon them at that date, or

in any other way increases the liability of that member to contribute to the share or loan capital of the society,

where both or all of its members are registered societies, by the secretaries of 2 of those registered societies;

otherwise, by 3 of its members.

the FCA must be given notice of any change of registered office, and

where such notice is given, or where a registered society’s name is changed (see section 13), the FCA must register the change of registered office or name as an amendment of the society’s rules.

register the amendment, and

give the society an acknowledgment of registration bearing the FCA’s seal.

if the society’s registered office is in Scotland, the Court of Session;

otherwise, the High Court.

a copy of any rules other than the registered rules of a registered society on the pretence that they are the society’s existing rules or that there are no other rules of the society, or

a copy of the rules of a society which is not a registered society on the pretence that they are the rules of a registered society.

defence bonds,

national saving certificates, or

any other securities of Her Majesty’s Government in the United Kingdom for the time being prescribed under section 47(1) of the Friendly Societies Act 1974.

the society’s object or principal object is the making to its members of advances of money for agricultural, horticultural or forestry purposes.

are not inconsistent with the provision (or any other provision of this or any other Act), and

are not otherwise unlawful.

to a member that is a registered society,

to an authority that acquired the holding by virtue of section 58 or 59(2) of the Housing Associations Act 1985 or section 22 of the Housing Act 1996 (promotion and assistance by local authority of housing associations),

if the society is a private registered provider of social housing, to shares acquired by a local authority under the power in section 2 of the Local Government Act 2000 (power of local authority to promote well-being) or section 1 of the Localism Act 2011 (local authority’s general power of competence), or

to a member who acquired the holding by virtue of paragraph 2 of Part 1 of the Schedule to the Agricultural Credits Act 1923 at a time when section 2 of that Act applied to the society.

make any such provision in connection with the alteration of the limit for the time being applicable under section 24(1) as was made by section 1 of the Industrial and Provident Societies Act 1975 in connection with the alteration made by section 1(1) of that Act (power of committees to amend rules etc), and

contain such other transitional, consequential, incidental or supplementary provisions as appear to the Treasury to be necessary or appropriate in that connection.

(unless its registered rules provide otherwise) hold, purchase or take a lease of any land in its own name;

sell, exchange, mortgage or lease any such land;

construct, alter or demolish buildings on it.

for “exchange” there were substituted “excamb”;

for “mortgage” there were substituted “grant a heritable security over”;

for “mortgagee” there were substituted “creditor in a heritable security”.

in or upon any relevant security of a relevant authority (see subsection (3));

in or upon any other security in which trustees are for the time being authorised by law to invest (for which purpose sections 1 to 6 of the Trustee Investments Act 1961 apply as if the society were a trustee and its funds were trust property).

the transfer of any such share, and

the giving of a receipt for any dividend on any such share.

assets of the society of a prescribed kind,

assets of the society specified by it in accordance with the regulations, or

all of the society’s assets,

where the circumstances are such as may be prescribed.

provide for the procedure by which a society may ensure as mentioned in subsection (1);

provide for such of a society’s rules as are of a prescribed kind to be unalterable, or for them to be alterable only in prescribed circumstances or in circumstances specified in rules of a prescribed kind;

provide that, in any circumstances prescribed under subsection (2)(b), dedicated assets must be dealt with in a prescribed way;

make provision for ensuring that any society, company or other person to whom any dedicated assets are transferred in prescribed circumstances cannot use or deal with those assets except in a case mentioned in subsection (2);

provide for members of a society who lose property rights as a result of the society’s ensuring as mentioned in subsection (1) to be compensated for that loss (whether by payment of a prescribed amount or of an amount determined in a prescribed way or otherwise), subject to such exceptions as may be prescribed;

provide for the enforcement of provisions designed to ensure as mentioned in subsection (1);

make provision for the carrying out of investigations by persons appointed by a prescribed person;

confer power on a prescribed person to require persons of a prescribed description to provide the prescribed person with information in order to enable or assist that person to perform any of the person’s functions under the regulations;

provide for restrictions on the use and disclosure of information obtained by any person in the performance of any function under the regulations.

impose criminal liability;

confer functions on a prescribed person;

confer jurisdiction on any court;

authorise a prescribed person to make rules, binding on persons of a prescribed description, for the purpose of enabling or assisting the prescribed person to perform any of the person’s functions under the regulations;

make provision as to the making, publication and enforcement of such rules;

provide for a prescribed person to charge fees sufficient to meet the costs of performing any of the person’s functions under the regulations;

modify, exclude or apply (with or without modifications) any enactment or rule of law;

contain such incidental, consequential and supplementary provision as the Treasury consider appropriate;

make different provision for different cases.

the member’s name and postal address;

where the member has notified the society of an electronic address for the purposes of receiving notices or documents under this Act, the electronic address and the purposes for which it has been notified;

the number of shares held by the member and the amount paid or agreed to be considered as paid on the shares;

a statement of other property in the society held by the member (whether in loans, deposits or otherwise);

the date the person was entered on the register as a member;

(where applicable) the date the person ceased to be a member.

the officer’s name and postal address;

where the officer has notified the society of an electronic address for the purposes of receiving notices or documents under this Act, the electronic address and the purposes for which it has been notified;

the office held;

the date the person took office.

making entries in bound books, or

recording the matters in question in any other way.

guarding against falsification, and

facilitating its discovery.

keep a duplicate register at its registered office, containing the information in the register except information about members’ shares and other property in the society, or

construct the register in such a way that it is possible to open to inspection so much of the information in it as would be contained in a duplicate register without exposing information recorded in it about members’ shares and other property in the society.

the name, postal address, electronic address and occupation of a member;

the number of shares held by a member, the shares’ distinguishing numbers (if any), and the amount paid or agreed to be considered as paid on any of those shares;

the date a person’s name was entered on the register or list as a member;

the date any person ceased to be a member.

may enjoy all the rights of a member of a registered society, and

if aged 16 or over, may execute all instruments and give all receipts necessary to be executed or given under a society’s registered rules.

in the county court, or

in Scotland, before the sheriff whose jurisdiction contains the society’s registered office or the member’s residence, at the option of the society.

a registered society’s committee is satisfied (after considering medical evidence) that a member is incapable of managing the member’s own affairs by reason of a mental disorder or mental disability, and

the committee is satisfied that no person has been duly appointed to administer the member’s property on behalf of the member.

the member lacks capacity (within the meaning of the Mental Capacity Act 2005) for the purposes of this Act,

there is a donee of an enduring power of attorney or lasting power of attorney (within the meaning of that Act) or a deputy appointed for the member by the Court of Protection, and

the donee or deputy has power in relation to the member for the purposes of this Act.

the whole of any property in the society (whether in shares, loans or deposits or otherwise) which the member may have at the time of death, or

to such part or respective parts of that property as may be specified in the nomination.

made in a written statement signed by the member and delivered at or sent to the society’s registered office during the member’s lifetime, or

made in any book kept at the society’s registered office.

the names of all persons nominated under this section, and

any revocation or variation of a nomination.

a subsequent nomination by the member, or

any similar document in the nature of a revocation or variation signed by the member and delivered at or sent to the society’s registered office during the member’s lifetime.

transfer to a person any property to which the person is entitled under the nomination, or

pay the person the full value of that property.

must not transfer to the person more of those shares than raises the person’s share capital to that maximum, and

must pay the person the value of any of those shares not transferred.

a parent or guardian of the nominee, or

any other person aged 18 or over who undertakes to hold it on trust for the nominee or to apply it for the nominee’s benefit and whom the society considers to be a fit and proper person for the purpose.

a member of a registered society dies,

the member’s property in the society (as at death) in respect of shares, loans or deposits does not exceed £5,000, and

that property is not the subject of a nomination under section 37 (nomination by member of entitlement to property in society on member’s death).

the officer rendering an accurate account of all moneys received and paid by the officer on account of the society, at such times as its rules provide or as the society or its committee requires, and

the payment of all sums due from the officer to the society.

becoming bound, with or without a surety (or, in Scotland, cautioner) as the society’s committee may require, in a bond in one of the forms set out in Schedule 1 or in such other form as the committee may approve, or

giving the security of a guarantee society.

an officer of a registered society who receives or is in charge of money, and

an employee of a registered society who receives or is in charge of money and is not engaged under a special agreement to account.

at such time as the relevant person is required to do so by the society’s rules, or

on demand, or

on notice in writing requiring the relevant person to do so, given or left at that person’s last or usual place of residence.

sue on any bond or security given under section 41, or

section 47 (application to charitable societies);

section 48 (transactions with members of the committee and connected persons in excess of powers).

it is passed at a general meeting by at least 75% of the eligible members who vote, and

at least 21 days’ notice of the meeting, specifying the intention to propose the resolution, is given in accordance with the society’s rules.

“eligible member” means a member who is entitled to vote;

references to voting are to voting in person or, where the society’s rules allow proxies, by proxy.

a person “deals with” a society if the person is a party to any transaction or other act to which the society is a party,

a person is not regarded as acting in bad faith by reason only of knowing that an act is beyond the powers of the committee under the society’s registered rules, and

a person is presumed to have acted in good faith unless the contrary is proved.

from a resolution of the society in general meeting or a meeting of any class of members, or

from any agreement between the members of the society or of any class of members.

section 47 (application to charitable societies);

section 48 (transactions with members of the committee and connected persons in excess of powers).

a person who does not know at the time the act is done that the society is a charity.

the act was not permitted by the society’s registered rules, or (as the case may be)

the committee in connection with the act exceeded any limitation on its powers under those rules,

that a person knew that an act was not permitted by the society’s registered rules or was beyond the powers of the committee, or

that a person knew that the society was a charity,

in connection with the transaction, the society’s committee exceeds any limitation on its powers under the society’s registered rules.

to account to the society for any gain made directly or indirectly by the transaction, and

to indemnify the society for any loss or damage resulting from the transaction.

restitution of any money or other asset which was the subject matter of the transaction is no longer possible,

the society is indemnified for any loss or damage resulting from the transaction,

rights acquired bona fide for value and without actual notice of the committee’s exceeding its powers by a person who is not party to the transaction would be affected by the avoidance, or

the transaction is ratified by the society in general meeting in such a way as the case may require.

from a resolution of the society in general meeting or a meeting of any class of members, or

from any agreement between the members of the society or of any class of members.

as if any reference to a director of a company were to a member of a committee of a registered society, and

subject to such other adaptations and modifications as may be specified by regulations made by the Treasury under this section.

it has a common seal, and

its objects require or comprise the transaction of business in foreign countries.

in the case of a society whose registered office is in Scotland, by writing subscribed or authenticated in accordance with the Requirements of Writing (Scotland) Act 1995;

in any other case, by writing under the society’s common seal.

if a period is mentioned in the authorisation, during that period, or

if no period is mentioned there, until notice of the revocation or determination of the agent’s authority has been given to the person dealing with the agent.

signed by 2 authorised signatories (see subsection (6)), and

expressed (in whatever form of words) to be executed by a registered society,

has effect, upon delivery, as a deed, and

is presumed to be delivered upon its being executed by the society, unless a contrary intention is proved.

a document is treated as duly executed by a registered society if it purports to be signed by 2 authorised signatories, and

where it makes it clear on its face that it is intended by the person or persons making it to be a deed, is treated as delivered upon its being executed.

each of the members of the society’s committee is an authorised signatory, and

the society’s secretary is also an authorised signatory.

to be in writing, and

to be under seal (if made according to the law of England and Wales),

by which a contract is purportedly made, varied or discharged by or on behalf of a registered society, and

which is purportedly signed by a person holding an office in the society.

imposing on that person all the obligations it purports to impose on the society, and

conferring on that person all the rights it purports to confer on the society.

to the making of a deed under the law of England and Wales, and

to the undertaking of an obligation under the law of Scotland,

the reference to a registered society includes a Northern Ireland society, and

the reference to this Act includes the relevant Northern Ireland law.

in the case of the first sum specified in section 67(2) (the limit of deposits that can be taken at any one time), £10;

in the case of the second sum specified there (the maximum amount that can be taken from any one depositor), £250.

make any such provision in connection with altering the limits for the time being applicable under section 67(2) as was made by section 1 of the Industrial and Provident Societies Act 1978 in connection with the alteration made by section 1(1) of that Act, and

contain such other transitional, consequential, incidental or supplementary provisions as appear to the Treasury to be necessary or appropriate in that connection.

its registered office, and

every other office or place of business belonging to the society where the business of banking is carried on.

1 January (for the period beginning with the first Monday in the following February and ending immediately before the first Monday in the following August);

1 July (for the period beginning with the first Monday in the following August and ending immediately before the first Monday in the following February).

there is a mortgage or other assurance (“the charge”) of any property in England or Wales to a registered society,

a receipt in full for all moneys secured on the property by the charge is endorsed on, or annexed to, the charge,

the receipt is in a form set out in Part 1 of Schedule 2 or is in any other form specified in the society’s rules (or in a schedule to those rules), and

the receipt is signed by 2 members of the society’s committee and countersigned by its secretary (or, if the society is in liquidation, is signed by the liquidator or liquidators for the time being, described as such).

subsection (1) so far as it relates to the operation of a receipt of a kind mentioned in that subsection;

if the receipt states the name of the person who pays the money, subsection (2);

subsections (3), (6), (8), (10) and (11);

where consistent with the terms of the form used for the receipt, subsection (7).

it effectually discharges the heritable security and disburdens the land comprised in it, and

it vests that land in the person entitled to it at the date the receipt is granted, in the same way and to the same effect as if the society had granted a conveyance containing all usual and necessary clauses and the conveyance had been duly registered in the General Register of Sasines.

where the heritable security is recorded in the General Register of Sasines, a receipt in Form D in Part 2 of Schedule 2 (or as nearly as may be in that form) that is endorsed on or annexed to the deed constituting the heritable security, upon being recorded in the General Register of Sasines, effectually discharges the heritable security and disburdens the land comprised in it, in the same way and to the same effect as if the society had granted a discharge and the discharge had been duly recorded in the General Register of Sasines, and

where the heritable security is registered in the Land Register of Scotland, a receipt in Form E in Part 2 of Schedule 2 (or as nearly as may be in that form) that is endorsed on or annexed to the deed constituting the heritable security, upon being registered in the Land Register of Scotland, effectually discharges the heritable security and disburdens the land comprised in it, in the same way and to the same effect as if the society had granted a discharge and the discharge had been duly registered in the Land Register of Scotland.

discharges the security, and

vests the property comprised in it in the person entitled to it at the date the receipt is granted without the necessity of any further deed.

give a true and fair view of the state of the society’s affairs, and

explain its transactions.

books of account,

cash holdings, and

receipts and remittances.

making entries in bound books, or

recording the matters in question in any other way.

guarding against falsification, and

facilitating its discovery.

begins with the date of the society’s registration, and

ends with its accounting reference date.

begins immediately after the end of the previous year of account, and

ends with its next accounting reference date.

is to be shortened, so as to come to an end on the first occasion on which the new accounting reference date falls or fell after the beginning of the year of account, or

is to be extended, so as to come to an end on the second such occasion.

it is given less than 5 years after the end of a year of account that was extended under this section, or

it would extend the year of account so that it would exceed 18 months.

begins immediately after the end of the previous year of account, and

begins with the 31 August following the beginning of the year of account, and

ends with the following 31 January.

it is given less than 5 years after the end of a year of account that was extended under this section, or

it would extend the year of account so that it would exceed 18 months.

the income and expenditure of the society as a whole (if the account deals with the society’s affairs as a whole), or

the income and expenditure of the society in respect of a particular business carried on by it (if the account deals with that business),

a revenue account of the society complies with subsection (1),

revenue accounts of the society to which subsection (2) applies comply with that subsection, or

a balance sheet of the society complies with subsection (3).

in England and Wales, to a fine;

in Scotland, to a fine not exceeding level 5 on the standard scale.

is published together with the latest year end revenue account and balance sheet, which comply with the applicable requirements in row 2, 3 or 7 (as the case may be), and

is marked in legible characters in a prominent position “UNAUDITED REVENUE ACCOUNT” or “UNAUDITED BALANCE SHEET” (as the case may be).

make an appointment under subsection (1) for that year, or

appoint two or more persons who are not qualified auditors to audit its accounts and balance sheet for that year.

the total amount of its receipts and payments in respect of the preceding year of account did not exceed £5,000,

it had no more than 500 members at the end of that year, and

the total value of its assets at the end of that year did not exceed £5,000.

substitute for any sum or number for the time being specified in subsection (4) such other sum or number as the Treasury consider appropriate;

prescribe what receipts and payments of a society are to be taken into account for the purposes of that subsection.

the total value of its assets at the end of the preceding year of account did not exceed £2,800,000, and

its turnover for that preceding year did not exceed £5,600,000.

less than 20% of the total votes cast are cast against the resolution, and

less than 10% of the society’s members for the time being entitled under its rules to vote cast their votes against the resolution.

is a credit union,

is a subsidiary,

has a subsidiary,

holds a deposit or has at any time since the end of the preceding year of account held a deposit (other than a deposit in the form of withdrawable share capital), or

is registered in the register of social landlords maintained under section 20(1) of the Housing (Scotland) Act 2010 (asp 17).

the society is within a paragraph of subsection (3), or

the society is given a notice under subsection (4).

section 83 (duty to appoint auditors) does not apply to the society for the year because of a resolution under section 84 (power to disapply auditing requirements), and

the society’s turnover in the preceding year of account exceeded £90,000.

a report relating to the preceding year of account which states whether, in the auditor’s opinion, the financial criteria for the exercise of the power conferred by section 84 were met in relation to the year.

the society was a small society and made an appointment under section 83(2)(b) (appointment of non-qualified auditors), or

section 83 did not apply to the society because of a resolution under section 84 (power to disapply auditing requirements).

the society must appoint one or more qualified auditors to audit its accounts and balance sheet for the relevant year, and

if the society sent its annual return for the relevant year to the FCA before the date of the direction, the society must (after audit, and within 3 months from receipt of the direction) send to the FCA a further annual return complying with the requirements of this Part (other than as to the time it is given).

the accounts examined by them, and

the society’s revenue account and balance sheet for the year.

whether, in the auditors’ opinion, the revenue account and balance sheet for the year give a true and fair view of the matters mentioned in section 80(1) to (3);

whether that revenue account and balance sheet comply with the other requirements of this Act;

if the report relates to any other accounts, whether those accounts give a true and fair view of any matter to which they relate.

whether the society has kept proper books of account, and maintained a satisfactory system of control over its transactions, in accordance with section 75;

whether the revenue account, any other accounts to which the report relates, and the balance sheet are in agreement with the society’s books of account.

the auditors are of opinion that the society has failed to comply with section 75, or

the revenue account, any other accounts to which the report relates and the balance sheet are not in agreement with its books of account,

has a right of access at all times to the society’s books, deeds and accounts and to all other documents relating to its affairs, and

is entitled to require from the society’s officers such information and explanations as the auditor considers necessary for the performance of the auditors’ duties.

to attend any general meeting of the society;

to receive all notices of, and other communications relating to, any general meeting which any member of the society is entitled to receive;

to be heard at any meeting which they attend on any part of the business of the meeting which concerns them as auditors.

for the purposes of making a report of a kind mentioned in any of rows 4 to 6 of the table in section 82 (report on interim revenue account or balance sheet), or

under section 85 (duty to obtain report in certain cases where section 83 disapplied).

has a right of access at all times to the society’s books, deeds and accounts and to all other documents relating to its affairs, and

is entitled to require from the society’s officers such information and explanations as the person considers necessary.

to receive notice of, and attend, any general meeting of the society at which a relevant matter is discussed, and

to be heard at any such general meeting which the person attends on any part of the business of the meeting which relates to a relevant matter.

any report made by the person, or

any matter which is relevant to what the person has been appointed to do.

a return relating to its affairs for that year (the society’s “annual return” for that year),

a copy of each balance sheet made during that year, and

a copy of any relevant auditor’s report for that year.

must contain the society’s revenue account for that year prepared in accordance with section 79 and a balance sheet as at the end of that year, and

may contain other accounts only if they have been reported on under section 85(2)(a) or 87.

if section 83 (duty to appoint auditors) applies for that year, the auditor’s report on the society’s accounts for that year and any auditor’s report on a balance sheet made during that year;

otherwise, any report for that year required by section 85.

the society’s latest group accounts (if any).

the person has agreed (generally or specifically) that the society may make the relevant documents available to the person on a website (and has not revoked that agreement);

as auditor of the society,

for the purposes of making a report of a kind mentioned in row 5 or 6 of the table in section 82 (report on interim revenue account or balance sheet), or

under section 85 (duty to obtain report in certain cases where section 83 disapplied).

an officer or employee of the society or any connected registered society;

an employee, employer or partner of a person within paragraph (a);

a person prohibited by section 1214 of the Companies Act 2006 (independence requirement) from acting as statutory auditor of a company that is a subsidiary of the society.

one of them is a subsidiary of the other, or

they are both subsidiaries of another registered society.

appointing another person instead of the existing auditor,

providing expressly that the existing auditor is not to be re-appointed, or

disapplying section 83 (duty to appoint auditors) in relation to the current year of account.

has given the society notice in writing of the auditor’s unwillingness to be appointed,

is ineligible for appointment for the current year of account (see subsection (5)), or

has ceased to act as the society’s auditor by reason of incapacity.

notice is given of a resolution to appoint a person in place of the existing auditor, and

the person’s appointment in relation to the society is prohibited by section 92, or

the person is not a qualified auditor at the time when the question of the person’s appointment falls to be considered, and the society is not a small society in respect of that year.

appointing another person as auditor in place of the existing auditor, or

providing expressly that the existing auditor is not to be re-appointed.

the society must send a copy of the notice to the existing auditor as soon as possible,

if the society is required by its rules to give notice of the meeting to its members, it must (if it is practicable to do so) give them notice of the resolution at the same time and in the same way as it gives notice of the meeting, and

section 93(4) applies in relation to the resolution (resolution to appoint a person in place of the existing auditor cannot be proceeded with), and

the society’s rules provide that an auditor can be appointed by a resolution passed at a general meeting only if the society is given notice of the intended resolution before the meeting,

at any time before the date of the general meeting, make representations in writing to the society (not exceeding a reasonable length) with respect to the intended resolution;

notify the society that the auditor intends to make such representations;

send a copy of any such representations to any member who makes such a request.

copies of the representations need not be sent out, and

the representations need not be read out at the meeting.

if the society’s registered office is in Scotland, the Court of Session;

otherwise, the High Court.

the person has agreed (generally or specifically) that the society may make the document available to the person on a website (and has not revoked that agreement);

the audit of their accounts and balance sheets by qualified auditors;

must not ask for or receive, and

is not entitled to receive,

the subsidiary’s state of affairs as at the end of its year of account ending with or last before the end of the relevant year, and

its income and expenditure for that year of account.

whether the accounts have been properly prepared in accordance with the requirements of this Part and any regulations made under it;

whether, in their opinion, the accounts give a true and fair view of the matters mentioned in subsection (3).

it is impracticable, or would be of no real value to the society’s members, in view of the insignificant amounts involved,

it would involve expense or delay out of proportion to the value to those members,

the result would be misleading, or harmful to the business of the society or any of its subsidiaries, or

the business of the society and that of the subsidiary are so different that they cannot reasonably be treated as a single undertaking.

by virtue of subsection (3) or this subsection, there was no requirement for the subsidiary to be dealt with in group accounts of the parent society for the previous year of account, and

that other body corporate,

a wholly owned subsidiary of that body, or

a nominee of that body or such a subsidiary.

the society is a member of the company and controls the composition of its board of directors, or

the society holds more than half in nominal value of the company’s equity share capital.

a person can be appointed to it only if the society exercises a power of a kind mentioned in that subsection in favour of the person,

a person’s appointment to it follows necessarily from the person’s appointment as a member of the society’s committee, or

the directorship is held by the society.

any shares held or power exercisable by the society in a fiduciary capacity are treated as not held or exercisable by it;

subject to paragraphs (c) and (d), any shares held or power exercisable by any person as a nominee for the society are treated as held or exercisable by the society (but this does not apply where the society is concerned only in a fiduciary capacity);

P is a member of S and controls the composition of its committee, or

P can exercise a majority of the votes to which S’s members are entitled under its rules.

P can appoint and remove all or a majority of the committee’s members, by exercising a power that is exercisable by it without the consent or concurrence of any other person, or

P is a member of the committee and, by exercising such a power, can appoint and remove the remaining members or such number of members as, together with itself, would constitute a majority.

the person can be appointed only if P exercises a power of a kind mentioned in subsection (2)(a) in favour of the person, or

the person’s appointment follows necessarily from the person’s appointment as a member of P’s committee.

the person’s own account, and

all entries in the society’s duplicate register kept under section 30 (register of members and officers) or, if no duplicate register is kept, all entries in its register kept under that section except those made under section 30(2)(c) and (d) (shares and property of members).

by the applicants,

out of the society’s funds, or

by the society’s members, officers, former members or former officers,

make copies of any of the society’s books, and

take extracts from those books,

appoint one or more inspectors to examine into and report on the society’s affairs, or

call a special meeting of the society.

by the applicants,

out of the society’s funds, or

by the society’s members, officers, former members or former officers,

a private registered provider of social housing, or

registered as a social landlord under Part 1 of the Housing Act 1996 or under Part 2 of the Housing (Scotland) Act 2010.

require the production of any (or all) of the society’s books, accounts, securities and documents;

examine on oath its officers, members, agents and employees in relation to its business (and may for that purpose administer oaths).

the time and place of a special meeting;

the matters to be discussed and determined at the meeting.

all the powers of a meeting called in accordance with the society’s rules;

the power to appoint its own chair (despite anything in the society’s rules).

the resolution is passed at a general meeting by at least two-thirds of the eligible members who vote,

notice of this meeting (“the first meeting”), specifying the intention to propose the resolution, is duly given in accordance with the society’s rules,

the resolution is confirmed at a subsequent general meeting by over half of the eligible members who vote,

notice of this meeting (“the second meeting”) is duly given, and

the second meeting is held at least 14 days, and no more than one month, from the day of the first meeting.

“eligible member” means a member entitled under the society’s rules to vote;

references to voting are to voting in person or, where the rules allow proxies, by proxy.

signed by the chair of the second meeting, and

countersigned by the society’s secretary.

convert itself into a company,

amalgamate with a company, or

transfer its engagements to a company.

is registered as a company,

amalgamates with a company, or

transfers all its engagements to a company.

the resolution is passed at a general meeting by at least 75% of the eligible members who vote,

at least 50% of the eligible members vote on the resolution,

notice of this meeting (“the first meeting”), specifying the intention to propose the resolution, is duly given in accordance with the society’s rules,

the resolution is confirmed at a subsequent general meeting by over 50% of the eligible members who vote,

notice of this meeting (“the second meeting”) is duly given, and

the second meeting is held at least 14 days, and no more than one month, from the day of the first meeting.

“eligible member” means a member entitled under the society’s rules to vote;

references to voting are to voting in person or, where the rules allow proxies, by proxy.

all reasonably practicable steps have been taken to ascertain the number of eligible members, and

the resolution has been carried,

signed by the chair of the second meeting, and

countersigned by the society’s secretary.

a special resolution for converting a registered society into a company contains the particulars required by the Companies Acts to be contained in a company’s memorandum of association, and

the FCA has registered a copy of it,

any right or claim for the time being subsisting against the society, or

any penalty for the time being incurred by the society.

be accompanied by a copy of the society’s rules, and

appoint 3 members of the company (“the appointed members”) to perform the functions mentioned in subsections (3) and (4).

that the appointed members are authorised to accept any alterations to the rules made by the FCA without further consulting the company, or

that the appointed members must lay any such alterations before the company in general meeting for acceptance.

bearing such rate of interest as may be fixed, and

repayable on such conditions as are determined by the resolution.

any right or claim for the time being subsisting against the company, or

any penalty for the time being incurred by the company.

a provision of Part 1 of the Insolvency Act 1986 (company voluntary arrangements);

a provision of Part 2 of that Act (administration);

Part 26 of the Companies Act 2006 (compromise or arrangement with creditors).

a private registered provider of social housing, or

registered as a social landlord under Part 1 of the Housing Act 1996 or Part 2 of the Housing (Scotland) Act 2010 (asp 17).

make provision generally or for a specified purpose only;

make different provision for different purposes;

make transitional, consequential or incidental provision.

apply an enactment (with or without modifications);

amend an enactment (including any provision of this Act except this section).

complies with subsection (2), and

is approved in a way mentioned in subsection (3).

the society’s assets and liabilities in detail;

the number of members and the nature of their interests in the society;

any creditors’ claims, and the provision to be made for their payment;

the intended appropriation or division of the society’s funds and property (unless the instrument states that this is to be left to the award of the FCA or PRA).

by at least 75% of the society’s members consenting to it, that consent being testified by their signatures to the instrument;

in the case of a dormant society that is not a credit union, by a special resolution of the society;

in the case of a credit union, by a special resolution of the society that is confirmed by the appropriate authority.

by the consent of at least 75% of the society’s members, testified by their signatures to the alteration, or

if the instrument was approved by a special resolution of the society, by a further special resolution.

that has notified the FCA that it is dormant.

the resolution is passed at a general meeting by at least two-thirds of the eligible members who vote,

notice of this meeting (“the first meeting”), specifying the intention to propose the resolution, is duly given in accordance with the society’s rules,

the resolution is confirmed at a subsequent general meeting by over half of the eligible members who vote,

notice of this meeting (“the second meeting”) is duly given, and

the second meeting is held at least 14 days, and no more than one month, from the day of the first meeting.

“eligible member” means a member entitled under the society’s rules to vote;

references to voting are to voting in person or, where the rules allow proxies, by proxy.

3 members, or

both members (if the society consists solely of 2 registered societies).

signed by the chair of the second meeting, and

countersigned by the society’s secretary,

the Gazette, and

a newspaper circulating in or about the locality in which the society’s registered office is situated.

the date of the advertisement, or

if later, the date the certificate under section 126 is lodged with the FCA;

within the period of 3 months from the date of the Gazette in which the advertisement appears, a member of the society or a person interested in or having a claim on its funds commences proceedings in the appropriate court to set aside the dissolution of the society, and

the dissolution is accordingly set aside.

the county court, or

in Scotland, the sheriff having jurisdiction in the locality in which the society’s registered office is situated.

within 7 days after the commencement of proceedings, or

if earlier, by the end of the period mentioned in subsection (3)(a).

a reference to the registrar of companies is to be read as the FCA;

a reference to a company registered in Scotland is to be read as a registered society whose registered office is in Scotland;

if the society is wound up in Scotland, the court having jurisdiction is the sheriff court whose jurisdiction contains the society’s registered office.

the society must send a copy of it to the FCA (and, if the society is a PRA-authorised person, the PRA) within 15 days after it is passed, and

a copy of it must be annexed to every copy of the society’s registered rules issued after it is passed.

a former member whose membership ceased at least one year before the beginning of the winding up is not liable to contribute;

a former member is not liable to contribute in respect of a debt or liability contracted after the person’s membership ceased;

a former member is not liable to contribute unless it appears to the court that the contributions of the existing members are insufficient to satisfy the just demands on the society;

the maximum contribution that a person may be required to make is the amount (if any) unpaid on the shares in respect of which the person is liable as an existing or former member;

in the case of a withdrawable share that has been withdrawn, a person is treated as ceasing to be a member in respect of that share as from the date of the notice or application for withdrawal.

a private registered provider of social housing, or

registered as a social landlord under Part 1 of the Housing Act 1996 or under Part 2 of the Housing (Scotland) Act 2010.

a registered society’s engagements are transferred under section 110 or 112, or

a registered society is to be dissolved in accordance with section 119 or 123.

the liquidator, or

the secretary or some other officer of the society approved by the FCA.

fails to do anything (including giving a notice or sending a return or other document) that the person is by this Act required to do,

fails to allow anything to be done that the person is by this Act required to allow to be done,

wilfully neglects or refuses to do any act, or to provide any information, required for the purposes of this Act by the FCA or PRA or by any other person authorised under this Act,

does anything forbidden by this Act, or

makes a return required by this Act, or wilfully provides information required by this Act, that is in any respect false or insufficient.

contravenes, or fails to comply with, any provision of Part 7 except section 77, 78, 81, 89(1) or 90(1), or

fails to comply with a direction under section 83(3).

every officer of the society who is bound by its rules to fulfil the duty of which the offence is a breach, or

if there is no such officer, every member of its committee.

that the person was ignorant of the commission of the offence, or

that the person attempted to prevent the commission of the offence.

withholds or misapplies the property, or

wilfully applies any part of the property to purposes which are not authorised by the society’s rules or which are not in accordance with this Act.

to a fine not exceeding level 2 on the standard scale with costs or expenses,

to be ordered to deliver up the property or to repay all moneys improperly applied, and

in default of such delivery or repayment or of the payment of any such fine, to be imprisoned for a term not exceeding 3 months.

makes an entry in the relevant document,

removes or omits anything from the relevant document, or

orders or allows the making of such an entry or the removal or omission of anything from the relevant document.

any balance sheet of a registered society,

any contribution or collecting book of a registered society, or

any return or document required to be sent, produced or delivered for the purposes of this Act.

an offence under this Act that is punishable with a fine, or

an offence under a registered society’s rules (see section 20).

in the case of proceedings in respect of an offence under a society’s rules, the society;

in any other case, any person aggrieved or (except in Scotland) the FCA.

may (despite any limitation on the time for bringing proceedings contained in any Act) bring proceedings for the offence at any time within one year of the discovery of the offence by the prosecutor, but

may not bring proceedings more than 3 years after the commission of the offence.

by leaving a true copy of it at the society’s registered office, or

if that office is closed, by posting that copy on the outer door of the office.

this section;

section 2(1), (2)(a), (c) and (d), (3) and (4);

sections 5 to 9;

section 16(1) and (2);

section 17;

section 29;

sections 36 to 40;

sections 109 to 122;

section 126;

sections 135 and 136;

paragraphs 2, 10 and 15 of Schedule 3.

confer power to make orders, regulations, rules or other subordinate legislation;

create criminal offences;

provide for the charging of fees, but not any charge in the nature of taxation.

make consequential amendments of, or repeals in, the provisions listed in subsection (3);

make such transitional or saving provisions as appear to the Treasury to be necessary or expedient.

an Act passed after the passing of the Industrial and Provident Societies Act 2002, or

an instrument made after the passing of that Act, under an Act whenever passed.

make provision applying any provision mentioned in subsection (2) to registered societies, or

make provision for registered societies corresponding to any such provision,

Parts 14 and 15 of the Companies Act 1985 (investigations);

Part 5 of the Companies Act 2006 (company names);

Part 31 of that Act (dissolution and restoration to the register).

section 5(3)(c) (cancellation of registration: society having ceased to exist);

section 126 (dissolution etc to occur only after society’s property dealt with).

confer power to make orders, regulations and other subordinate legislation;

provide for the charging of fees, but not any charge in the nature of taxation.

this Act (except this section), and

any enactment passed or made before the commencement of the relevant provision.

an enactment contained in subordinate legislation within the meaning of the Interpretation Act 1978,

an enactment contained in, or in an instrument made under, an Act of the Scottish Parliament,

an enactment contained in, or in an instrument made under, a Measure or Act of the National Assembly for Wales, and

an enactment contained in, or in an instrument made under, Northern Ireland legislation within the meaning of the Interpretation Act 1978.

a member,

a person aggrieved who ceased to be a member not more than 6 months previously (“a relevant former member”),

a person claiming through a member or relevant former member, or

a person claiming under the society’s rules.

in England and Wales, by the county court;