This is the version of this Statute as it was from 31 December 2000 to 19 March 2020. Read the latest available version.
Uganda
Cooperative Societies Act
Chapter 112
- Commenced on 15 November 1991
- [This is the version of this document as it was at 31 December 2000 to 19 March 2020.]
- [Note: The version of the Act as at 31 December 2000 was revised and consolidated by the Law Reform Commission of Uganda. All subsequent amendments have been researched and applied by Laws.Africa for ULII.]
Part I – Interpretation
1. Interpretation
In this Act, unless the context otherwise requires—“agricultural produce” means the produce of farms, gardens, orchards and forests, including all dairy produce and all products of animal husbandry, and shall be deemed to include all the products of fishes and fishing and peasant handicrafts;“apex society” means a registered society under this Act, the membership of which is restricted to cooperative unions and includes a society established to serve the cooperative movement by providing facilities for banking, insurance and the supply of goods or services;“board” means the Board of Directors of the Uganda Cooperative Alliance Ltd.;“bonus” means a share of the surplus of a registered society divided among its members in proportion to the volume of business done with the society by them from which the surplus of the society was derived;“byelaws” means the registered byelaws made by a society in the exercise of any power conferred by this Act, and includes a registered amendment of those byelaws;“commissioner” means the commissioner for cooperative development and includes the deputy commissioners for cooperative development when acting for the commissioner;“committee” means the governing body of a registered society to which the management of its affairs is entrusted and includes a board of directors;“cooperative union” means a registered society under this Act, the membership of which is restricted to primary societies;“court” in relation to a registered society means a court presided over by a chief magistrate or magistrate grade I, and in relation to a union of two or more registered societies means the High Court;“date of dissolution” means the date on which the registrar’s order cancelling the registration of a society takes effect;“dividend” means a share of surplus of a registered society divided among its members in proportion to the share capital held by them;“member” includes a person or a registered society joining in the application for the registration of a society to membership after registration in accordance with the byelaws;“Minister” means the Minister responsible for cooperatives and marketing;“officer” includes a chairperson, secretary, treasurer, member of a committee, employee, or other person empowered under any regulations made under this Act or the byelaws of a registered society to give directions in regard to the business of a registered society;“primary society” means a registered society under this Act, the membership of which consists of individual persons and includes other bodies approved by the registrar under section 15;“probationary society” means a society registered provisionally under section 6(1);“registered society” means a cooperative society registered or deemed to be registered under this Act;“registrar” means the registrar of cooperative societies and includes the deputy registrars of cooperative societies;“winding up” means all proceedings subsequent to the cancellation of the registration of a society.Part II – Registration
2. Registrar, deputy registrars and assistant registrars
3. Societies which may be registered
Subject to this Act, a society which has for its object the promotion of the economic and social interests of its members in accordance with cooperative principles and which, in the opinion of the registrar, is capable of promoting those interests may be registered under this Act with or without limited liability; except that a cooperative union or any apex society shall be registered with limited liability.4. Conditions of registration
5. Application for registration
6. Registration of a probationary society
7. Indication of probationary registration
A society which is registered under section 6(1) shall state in legible letters in all its receipt heads, letter-papers, notices, advertisements or other official publications that it is registered probationary and shall indicate the same on a signboard in a conspicuous position outside any premises or office in which it carries on its business.8. Cancellation of registration
9. Amendment of the byelaws of a registered society
10. Appeal to the board
From every refusal of the registrar to register a society or its byelaws or any amendment of its byelaws, an appeal shall lie, in accordance with any regulations made under this Act, to the board whose decision, subject to section 75, shall be final.11. Provisions regarding name of a registered society
12. Evidence of registration
Part III – Rights and liabilities of members
13. Qualifications for membership
14. Restriction on shareholding
No member, other than a registered society, shall hold more than one-third of the paid-up share capital of any cooperative society.15. Restriction on membership
No company incorporated or registered under the Companies Act and no unincorporated body of persons shall be entitled to become a member of a registered society, except with the written permission of the registrar.16. Member not to exercise rights until due payment made
No member of a registered society shall exercise any of the rights of a member until he or she has made such payment to the society in respect of membership or has acquired such interest in the society as may be prescribed by any regulations made under this Act or by the byelaws of the society.17. Restriction on membership in more than one society
No person shall be a member of more than one registered society with unlimited liability, and except with the written consent of the registrar, no person shall be a member of more than one registered society having the same or similar objects.18. Votes of members
19. Restrictions on transfer of share or interest
Part IV – Duties of registered societies
20. Address of society
21. Copy of the Act, regulations, byelaws, etc. to be open for inspection
Every registered society shall keep a copy of this Act and of the regulations made under it and of its byelaws and a list of its members open to inspection by any person, free of charge at all reasonable times during business hours at the office of the society.22. Audit, annual returns and accounts
23. Qualifications of auditors
24. Estimates and expenditure
25. Voluntary amalgamation of societies
26. Transfer of assets and liabilities to another society
27. Voluntary division of a society
Part V – Duties of the board and privileges of registered societies
28. Societies to be bodies corporate
A society on registration shall become a body corporate by the name under which it is registered, with perpetual succession and a common seal, and with power to hold movable and immovable property of every description, to enter into contracts, to institute and defend suits and other legal proceedings and to do all things necessary for the purpose of its constitution.29. Board of Directors of the Uganda Cooperative Alliance Ltd.
The Board of Directors of the Uganda Cooperative Alliance Ltd. shall, subject to the byelaws and any directions issued by the general meeting of the alliance—30. Byelaws to bind members
31. Contract with members to dispose of produce
32. Imposition of fines upon members
33. Charge on agricultural produce and certain other materials and articles
Subject to the prior claims of the Government on property of its debtors and of landlords in respect of rent or any money recoverable as rent, or to any prior charge duly registered under this Act or under any other law for the time being in force, a registered society shall have a first charge—34. Charge and setoff in respect of shares or interest of members
A registered society shall have a first charge upon the shares or interest in the capital and on the deposits of a member or past member and upon any dividend, bonus or accumulated funds payable to a member or past member in respect of any debt due from the member or past member to the society, and may set off any sum credited or payable to the member or past member in or towards payment of any such debt.35. Share or interest not liable to attachment
Subject to section 32, the share or interest of a member in the capital of a registered society shall not be liable to attachment or sale under any decree or order of a court in respect of any debt or liability incurred by the member, and a trustee in bankruptcy under the law relating to bankruptcy for the time being in force shall not be entitled to or have any claim on that share or interest; but where a society is dissolved, the property in the shares of any member who has been adjudicated as bankrupt under any law relating to bankruptcy shall vest in the trustee in bankruptcy.36. Liability of past member
The liability of a past member for the debts of a registered society as they existed at the time when he or she ceased to be a member shall continue for two years from the date of his or her ceasing to be a member; except that in the case of a society with limited liability, if the first audit of the accounts of the society after his or her ceasing to be a member discloses a credit balance in favour of the society, the financial liability of the past member shall forthwith cease.37. Liability of estate of deceased member
The estate of a deceased member shall be liable for one year from the time of his or her decease for the debts of a registered society as they existed at the time of his or her decease; but in the case of a society with limited liability, if the first audit of the accounts of the society after his or her decease discloses a credit balance in favour of the society, the financial liability of the estate shall immediately cease.38. Transfer of interest on death of member
39. Registers and books of societies and copies of them shall be received in evidence in certain circumstances
40. Restriction on the production of a society’s books
No officer of a registered society shall, in any legal proceedings to which the society is not a party, be compelled to produce any of the society’s books the contents of which can be proved under section 39, or to appear as a witness to prove the matters, transactions and accounts recorded in those books unless by order of the court made for special cause.41. Power to exempt from duty or tax
Part VI – Property and funds of registered societies
42. Restrictions on loans
A registered society shall not make a loan to any person other than a member; except that—43. Restrictions on borrowing
44. Restrictions on other transactions with nonmembers
Except as provided in sections 42 and 43, the transactions of registered persons other than members shall be subject to such prohibitions and restrictions, if any, as the registrar may, from time to time, in writing, direct.45. Investment of funds
A registered society may invest or deposit its funds only—46. Dividend or bonus
47. Reserve and provident fund
48. Distribution of net balance
Subject to sections 46 and 47, the net balance of each year, with any sum available for distribution from previous years, may be distributed as may be prescribed by any regulations made under this Act or by the byelaws of the registered society.49. Contribution to education fund
50. Registration of charges
The First Schedule to this Act shall apply in relation to the registration of charges against the property of a registered society.Part VII – Supervision and inspection of affairs
51. Production of cash and books of a registered society
Any officer, agent, servant or member of a registered society who is required by the registrar, or any persons authorised in writing by the registrar, so to do shall, at such place and at such time as the registrar may direct, produce all monies, securities, books, accounts and documents the property of, or relating to the affairs of, the society which are in the custody of the officer of the society, agent, servant or member and which are under his or her control.52. Ad hoc committee of inquiry
53. Inspection of books of an indebted registered society
54. Cost of inquiry
Where an inquiry is held under section 52 or an inspection is made under section 53, the registrar may make an award apportioning the costs or such part of the costs as he or she may think fit between the society, the members or creditor demanding an inquiry or inspection and the officer or former officers of the society.55. Recovery of an award under section 54
Any award under section 54 may be recovered in any court of competent jurisdiction in the same manner as a decree of that court.Part VIII – Dissolution of a registered society
56. Cancellation of registration after inquiry or inspection
57. Cancellation for other reasons
58. Winding up
59. Application of the Companies Act, etc.
60. Effective date of cancellation
Where the registration of a society is cancelled, the society shall cease to exist as a corporate body as from the date of dissolution.61. Copy of order to be filed by the registrar
On the making of an order to cancel the registration of a society, a copy of the order shall be placed in the file maintained by the registrar in respect of the society and gazetted and published in at least one of the newspapers in Uganda.62. Appointment of a liquidator
Where the registration of a society is cancelled under section 56 or 57, the registrar may appoint one or more persons to be a liquidator or liquidators of the society, and all the property of the society shall vest in the liquidator or liquidators with effect from the date of dissolution.63. Powers of a liquidator
A liquidator appointed under section 62 shall, subject to the guidance and control of the registrar and to any limitation imposed by the registrar or by an order made under section 64, have the following powers—64. Powers of the registrar in liquidation
65. Appeal against an order of a liquidator or the registrar
Any person aggrieved by an order of a liquidator or the registrar given under section 63 or 64(1)(a) may appeal against the order to the board whose decision shall, subject to section 75, be final.66. Closure of liquidation
67. Commission of offences under the Companies Act
If the liquidator of a society whose registration has been cancelled alleges that any of the offences mentioned in section 322, 323, 324, 325, 326 or 327 of the Companies Act has been committed, he or she shall report the facts to the registrar who shall forward a copy of the report to the Director of Public Prosecutions for the institution of such proceedings as may be necessary.68. Convicted officers not to be officers of a society
69. Offences
Offences under this Part of this Act shall be cognisable by a court presided over by a chief magistrate or a magistrate grade I having jurisdiction over the place in which the alleged offence was committed.Part IX – Surcharge and attachment
70. Powers of the registrar to surcharge officers, etc.
71. Appeal to the Minister
Any person aggrieved by an order of the registrar made under section 70 may appeal to the Minister within twenty-one days from the date of that order, and the decision of the Minister shall, subject to section 75, be final.72. Attachment of property
Where the registrar is satisfied that any person, with intent to defraud or delay the execution of any order which may be made against him or her under section 63 or 70, or of any decision that may be given in a dispute referred to the arbitrators under this Act and for the time being in force, is about to dispose of the whole or any part of his or her property, the registrar may, unless adequate security is furnished, order the conditional attachment of that property, and the attachment shall have the same effect as if made by a competent court.Part X – Settlement of disputes
73. Settlement of disputes
74. Protection of an arbitrator
No matter or thing done by an arbitrator or arbitrators under section 73 shall, if it is done bona fide for the purpose of executing any provisions of that section, subject the arbitrator to any civil liability.75. Appeal to the court from the decision of the board
76. Legal representative not allowed before an arbitrator
A party to a dispute under section 73 shall not engage a legal representative before an arbitrator or arbitrators except on a reference to the court on a point of law, on an appeal from a decision of the board under section 75 or at the filing of the award to the court.Part XI – General
77. Remuneration of officers
78. Prohibition of the use of the word “cooperative”
79. Regulations
80. Offences and penalties
81. Penalty for soliciting violation of contracts
Any person, firm or company having knowledge or notice of the existence of a contract described in section 31, who or which solicits or persuades or assists any person to sell or deliver produce in violation of that contract commits an offence and is liable on conviction to a fine not exceeding five thousand shillings for each offence and shall, in addition, be ordered to pay the society concerned such damages as the court may see fit.82. Application of other laws
83. Certain laws not to apply
History of this document
20 March 2020
31 December 2000 this version
Consolidation
15 November 1991
Commenced