Change the rules |
Note: We recommend you discuss the proposed changes with the people who will be voting before sending the draft rules for approval. There is no point having us approve the rules if the cooperative will not accept them.
A cooperative may decide to alter the rules (also known as its constitution) because:
- in practice they do not work
- they are out of date
- the cooperative has changed
- new members do not agree with them
- many other possible reasons.
Changing the rules
Because the rules form the foundation of a cooperative and the legislation is complex, we must first approve any changes to a cooperative´s registered rules to ensure they still comply with the Act.
After we approve the rules, your cooperative officially adopts them by:
- a special resolution by members in a general meeting
- a special resolution by members by postal ballot including special postal ballot (if authorised in the cooperative rules)
- in limited circumstances, by resolution of the board of directors.
Whichever method you use to accept the revised rules, the Act outlines a formal process explained below.
Once you decide on proposed changes, submit Cooperatives Form 5a - Application for approval of proposed alteration of the rules (PDF, 419 KB) to us within at least 28 days. Remember to attach the draft rule alterations and pay the prescribed fee.
Send this form to us before giving notice to the members of the proposed special resolution or before the board of directors passes the resolution.
We will advise you in writing whether or not we approve the changes and, if relevant, provide reasons for any refusal.
If we approve the rule changes, we will send the cooperative copies of Cooperatives Form 6 - Application for registration of alteration of rules and Cooperatives Form 6a - Statutory declaration in support of an alteration of rules. Complete them after the special/board resolution passes.
Altering the rules by special/board resolution
If altering the rules by special/board resolution, complete Cooperatives Form 5a - Application for approval of proposed alteration of the rules (PDF, 419 KB).
Submit Form 5a to us as well as one draft copy each of the:
- special resolution
- intention to propose the special resolution
- reasons for proposing the special resolution
- effect of the special resolution being passed
- requirements in respect to active membership provisions (if altering the active membership rule).
There are no specific forms for submitting this information, so ensure you cover everything the Act requires.
If the members must pass the resolution at a meeting or by postal ballot, upon receiving the approved draft rule alterations the cooperative must then give its members 21 days notice stating:
- the intention to propose a special resolution
- the reasons for proposing the special resolution
- the effect of the special resolution
- a notice that it is altering the active membership rule.
Registering the rule alteration
After the special/board resolution passes, the cooperative must apply to us to register the rule alteration.
To do this, submit Cooperatives Form 6 - Application for registration of alteration of rules, cooperatives, Form 6a - Statutory declaration in support of an alteration of rules and:
- one copy of the cooperative´s rules including the alteration
- two copies of the special resolution/board resolution as passed
- the full text of the rule in its altered form signed by the chair and the secretary (or for a postal ballot, signed by the returning officer and the secretary).
Remember to include the prescribed fees.
Completing the final stage
When the cooperative passes the approved rule alterations and submits the appropriate forms, we will then send you a certificate of registration for the altered rules.
In the case of a board resolution, you must notify members of the cooperative about the alteration to the rules in writing as soon as possible after it takes effect (but no later than the date the notice of the next annual general meeting is given).
Last reviewed 09/12/2011 |
 |
