Victorian Consolidated Legislation

Co-operative Housing Societies Act 1958 - SECT 11

Application for merger or transfer of engagements between societies

11. Application for merger or transfer of engagements between societies



(1) If 2 or more societies propose to consolidate all or any of their assets,
liabilities and undertakings by way of merger, or transfer of engagements, the
societies may, after complying with this section, apply for the registration
of the merger, or transfer of engagements.

(2) The proposed merger, or transfer of engagements, must have been approved
by a special resolution of each society involved unless the Registrar has
determined that it may be approved by the society's board.

(3) A society that is to approve the proposed merger, or transfer of
engagements, by special resolution must send to each of its members a
statement approved by the Registrar specifying-

   (a)  the financial position of each of the societies as shown in financial
        statements that have been prepared as at a date that is not more than
        6 months before the date of the statement; and

   (b)  any interest that any officer of any of the societies has in the
        proposed merger, or transfer of engagements; and

   (c)  any compensation or other consideration proposed to be paid, or any
        other incentive proposed to be given, to any officer or member of a
        society in relation to the proposed merger, or transfer of
        engagements; and

   (d)  whether the proposal is a merger, or transfer of engagements and the
        reason for the merger, or transfer of engagements; and

   (e)  the effect of the merger or transfer of engagements on entitlements
        and liabilities of members; and

   (f)  in the case of a merger-

   (i)  subject to section 9, the proposed name of the merged society;

   (ii) the proposed address of the office of the merged society;

   (iii) the proposals for the management and control of the business and
        operations of the merged society, pending election of a board of
        directors;

   (iv) the proposed rules of the merged society;

   (g)  any other matter specified by the Registrar.





(4) The statement mentioned in subsection (3) must be sent to the members of
the society so that it will, in the ordinary course of post, reach each member
who is entitled to vote on the special resolution not less than 21 days before
the date of the meeting at which the resolution is to be decided.

(5) The Registrar may exempt a society from having to comply with subsection
(3).





(6) The Registrar may grant an exemption, or approve a statement, subject to
any conditions it considers appropriate.



(7) An application for the registration of a merger or transfer of engagements
under this Division must be made in the way and form required by the
Registrar.

(8) An application for a proposed merger must be accompanied by 2 copies of
the proposed rules of the merged society and any other particulars required by
the Registrar.