Victorian Consolidated Legislation

Co-operative Housing Societies Act 1958 - SECT 59

Winding up voluntarily or by court

59. Winding up voluntarily or by court



(1) A society may be wound up voluntarily or by the court or upon a
certificate of the registrar.

(2) The winding up of a co-operative housing society voluntarily or on the
certificate of the registrar under subsection (4) is declared to be an applied
Corporations legislation matter for the purposes of Part 3 of the
Corporations (Ancillary Provisions) Act 2001 in relation to the provisions of
Parts 5.5, 5.6, 5.7B, 5.8, 5.8A and 5.9 of the Corporations Act, subject to
the following modifications-

   (a)  those provisions are to be read as if a co-operative housing society
        were a company;

   (b)  a reference in those provisions to ASIC is to be read as a reference
        to the registrar;

   (c)  a reference in those provisions to a special resolution is to be read
        as a reference to a special resolution under this Act;

   (d)  a reference in those provisions to a registered liquidator is to be
        read as a reference to a person approved by the registrar under
        subsection (2AA);

   (e)  in the case of a winding up upon the certificate of the registrar-

   (i)  a reference in those provisions to the liquidator is to be read as a
        reference to the liquidator appointed under subsection (6);

   (ii) any vacancy occurring in the office of liquidator is to be filled by
        appointment by the registrar;

   (iii) the winding up is deemed to commence at the date of the certificate
        of the registrar;

   (f)  any other modifications (within the meaning of Part 3 of the
        Corporations (Ancillary Provisions) Act 2001) that are prescribed by
        the regulations.

Note Part 3 of the Corporations (Ancillary Provisions) Act 2001 provides for
the application of provisions of the Corporations Act and Part 3 of the ASIC
Act as laws of the State in respect of any matter declared by a law of the
State (whether with or without modification) to be an applied Corporations
legislation matter for the purposes of that Part in relation to those
Commonwealth provisions.

(2AA) The registrar may approve a person to be a liquidator of co-operative
housing societies, having regard to the person's experience and capacity.

(2A) In the case of a voluntary winding up of a society a liquidator shall be
entitled to receive remuneration not exceeding the amount fixed by the
registrar.





(3) Where a society is being wound up voluntarily and a vacancy occurs in the
office of liquidator which in the opinion of the registrar is unlikely to be
filled in the manner provided in the Corporations Act as applying under this
section the registrar may appoint a person to be liquidator.



(4) In the case of a winding up upon a certificate of the registrar the
society may be wound up if the registrar certifies that any of the following
events has occurred, that is to say:

   (a)  that the number of members is reduced to less than twenty and the
        registrar and the Minister are satisfied that it is desirable and
        expedient that the society be wound up;

   (ab) that the society has no interest under any mortgage of freehold land;



   (b)  that the society has not commenced business within a year of
        registration or has suspended business for a period of more than six
        months;

   (c)  that the specified date on which the society is to terminate has
        arrived;

   (d)  that the specified object or specified event upon the attainment or
        occurrence of which the society is to terminate has been attained or
        has occurred (as the case may be);

   (e)  that the registration of the society has been obtained by mistake or
        fraud;

   (f)  that the society exists for an illegal purpose; or

   (g)  that the society has wilfully and after notice from the registrar
        violated the provisions of this Act or of the regulations or of the
        rules of the society.

(5) The registrar shall not so certify unless-

   (a)  the event has been proved to his satisfaction; and

   (b)  in the case of any of the matters referred to in paragraphs (e) (f)
        and (g) of the last preceding subsection, the Governor in Council
        consents to the issue of the certificate.

(6) Where the registrar so certifies he may appoint a person to be the
liquidator of the society and such liquidator shall give such security and be
entitled to receive such fees as are prescribed.

(7) The winding up of a co-operative housing society by the court is declared
to be an applied Corporations legislation matter for the purposes of Part 3 of
the Corporations (Ancillary Provisions) Act 2001 in relation to the provisions
of Parts 5.4, 5.4A, 5.4B, 5.6, 5.7B, 5.8, 5.8A and 5.9 of the Corporations
Act, subject to the following modifications-

   (a)  those provisions are to be read as if a co-operative housing society
        were a company;

   (b)  a reference in those provisions to ASIC is to be read as a reference
        to the registrar;

   (c)  a reference in those provisions to a registered liquidator is to be
        read as a reference to a person approved by the registrar under
        subsection (2AA);

   (d)  a reference in those provisions to the Court is to be read as a
        reference to the Supreme Court;

   (e)  any other modifications (within the meaning of Part 3 of the
        Corporations (Ancillary Provisions) Act 2001) that are prescribed by
        the regulations.

Note See note under subsection (2).





(8) A co-operative housing society is declared to be an applied Corporations
legislation matter for the purposes of Part 3 of the
Corporations (Ancillary Provisions) Act 2001 in relation to the provisions of
Part 5A.1 (Deregistration) of the Corporations Act, subject to the following
modifications-

   (a)  those provisions are to be read as if a co-operative housing society
        were a company;

   (b)  a reference in those provisions to ASIC is to be read as a reference
        to the registrar;

   (c)  a reference in those provisions to a director of a company is to be
        read as a reference to an officer of a co-operative housing society;

   (d)  any other modifications (within the meaning of Part 3 of the
        Corporations (Ancillary Provisions) Act 2001) that are prescribed by
        the regulations.

Note See note under subsection (2).

(9) In this section the court means the Supreme Court.