The governing document of an I.P.S. is known as the ‘Rules’.
Willow Housing Co-operative Rules :-
1) The name of the association shall be the Willow Housing Co-operative (East Anglia) Limited. (Herein referred to as the Association)
2) The object of the association shall be:
2a) The construction, conversion, improvement and management on the co-operative principles of accommodation for the occupation exclusively by members of the association under an agreement (Herein ref to the Agreement) made between such members of the Association; which Agreement shall exclude the right for the members to purchase the accommodation or to dispose, transfer or assign the agreement to any person or body other than the association and shall require the members to surrender the Agreement to the Association upon their ceasing to be members.
2b) The provision and improvement on the co-operative principals of land or buildings to include social housing for the purpose connected with the requirements of the members occupying the dwellings provided or managed by The Association.
3) The Association shall have power to do all things necessary or expedient for the fulfilment of its objectives.
4) The Association shall not trade for profit.
5) The registered office is now at: 26 Grosvenor road nr2 2py Norwich Norfolk
6) The share capital of The Association shall consist of shares of nominal value of One Pound each, to be issued to members of The Association upon admission to membership.
6a) Shares shall neither be withdraw-able nor transferable, shall carry no right of interest, dividend or bonus, and shall be forfeit and cancelled upon cessation of membership from whatever cause and the amount paid up thereon shall become the property of The Association.
7) The Association shall consist of all those whose names are attached to these rules, being persons who are prospective occupants of the accommodation to be provided by The Association, and such other tenants and prospective tenants of The Association admitted in accordance with rule 8 who pay for a share within four weeks of registration of, or entry to The Association. A member shall hold one share only in The Association.
8) Application for membership shall be made in person at a general meeting of The Association upon the invitation of The Association. If the application is approved The Association will issue her or him with one share upon payment of one pound. The decision to admit a member must be unanimous.
9) A member will cease to be a member if he or she dies, is expelled by a general meeting in accordance with the sub section b. of this rule, or resigns in person at a meeting or in writing to the Secretary prior to a meeting or permanently leaves of fails to occupy the accommodation provided by The Association, or cease to be a prospective tenant.
9a) A member may be expelled by a resolution carried by 75% of the votes of the members of The Association at a meeting of The Association of which seven days notice has been duly given, provided that a complaint in writing of the conduct detrimental to the interest of The Association has been sent to her or him no less than one calendar month before the meeting. If on due notice the member fails to attend the meeting without due cause the meeting may proceed in his or her absence.
9b) No person who has been expelled from membership, or who has had his or her agreement terminated shall be re-admitted except by resolution carried unanimously by the members present in person and voting at any general meeting at which notice has been given.
10) The Association shall have power to borrow money for the purpose of The Association in whatsoever manner it may so determine including the issue of loan stock provided that the amount for the time being remaining undischarged or monies borrowed shall not exceed £4,000,000.00
10a) The rate of interest paid on money borrowed, except by way of money borrowed by bank overdraft or on a mortgage, shall not exceed 6.5%PA or 1% above the base rate for the time being of the Co-operative bank plc, whichever is higher.
10b) The Association shall not receive money on deposit.
10c) The Association may receive from any person’s donations towards the work of The Association.
10d) The Association shall have the power to determine from time to time the terms and conditions upon which money is borrowed or loan stock is issued and to vary such terms and conditions subject to the provisions of subparagraph a) and b) of this rule.
11) The management of The Association shall be by regular general meetings (at least one every 3 months) of all members present. The general meeting shall be called by the secretary, giving each member of The Association seven clear days notice of the date, time and place of the meeting and the issues upon which decisions are to be taken.
11a) the Secretary shall also call a meeting in the manner provided in section a) of this rule at the request of any member delivered to him or her in writing.
11b) each general meeting shall elect a chairperson whose function will be to conduct the business of the meeting in an orderly manner.
11c) a general meeting of members present shall constitute the committee of management and have the power to make decisions in accordance with the rules of The Association. The general meeting shall have the power to both appoint and remove individuals, members or groups of members delegated to exercise certain powers on behalf of The Association.
11d) all voting shall be by show of hands and there shall be no use of ballot voting in decision making procedure.
11e) Emergency meetings may be called by any member provided that each member of The Association is given 24 hours notice in writing of the date time and place of the meeting to be held.
12) No business shall be transacted at a general meeting unless at least 10% of the members are present at the meeting. Every member present shall have 1 vote.
12a) Honarary Members are ex full members of the Co-operative, they are still active in the day to day running of the Co-operative yet have no vote.
12b)Questions will be decided upon a majority vote of members present, except for those questions to be decided in accordance with rules 8 and 9b and 18a.
13) An annual general meeting shall be held within 3 months of the close of the financial year of The Association, the business of which shall include:
a) The receipt of the account and balance sheet.
b) The appointment of the Auditor.
c) The Secretary and Treasurer shall resign at the Annual General Meeting following that of which they were elected, but shall be eligible for re-election
d) The election of Treasurer under the member’s direction who will have those functions enumerated in these rules and who shall be responsible for the proper management of the financial affairs of The Association.
e) The election of Secretary under the member’s direction whom will have those functions enumerated in these rules and such further functions as a meeting may determine.
14) The Association in general meetings may elect a member to fill the office of Secretary or Treasurer if they become vacant.
14a) The Association may in general meetings remove either of these officers before his or her period of office expires provided that at least seven days notice in writing has been given to the officer of the intention to request their removal.
15) The Association may invest any part of the funds of The Association in any manner expressly authorised by section 31 of the Act. The Association may appoint any one or more of its members to vote on its behalf at the meetings of other body corporate in which The Association has invested any part of its funds.
16) No portion of the incomes, property or profits of The Association shall be transferred either directly or indirectly by way of dividend, bonus or otherwise by way of profit to members of The Association except insofar as the agreement may provide upon surrender to The Association for payments to be made to the member.
16a) The Association may apply any profits towards carrying out the objects of The Association.
16b) Any profits not so applied shall be carried forward.
17) The Association shall in accordance with section 4 and 8 of the Friendly and Industrial and Provident Societies Act 1968 appoint each year one or more auditors to whom the accounts of The Association for that year shall be submitted for audit as required by the said act, and who shall have all such rights in relation to notice of, and attendance and audience at general meetings, access to books and the supply of information and otherwise as are provided by the said act. Every such auditor shall be appointed by The Association in a general meeting, and in the case of any auditor so appointed who is a qualified auditor under section 7 of the said act the provisions of section 5 and 6 thereof apply to her or his re-appointment and removal and to any resolution removing her or him or appointing another person in her or his place.
17a) Every year not later than the date provided by the act or where the return is made up to date allowed by the registrar not later than 3 months after such date, the secretary shall send to the registrar the return in the form prescribed by the Chief Registrar of Friendly Societies relating to its affairs for the period required by the act to be included in the return together with:
a) A copy of the report of the auditor on The Associations accounts for the period included in the return and
b) A copy of each balance sheet made during the period and of the report of the auditor on that balance sheet.
18) Sufficient records, minutes, books and seals, shall be maintained and left at the registered office for the purpose of The Association and to comply with the provisions of the act. 18a) The Association shall have a seal kept in the custody of the secretary and used only by the authority of a general meeting. Sealing shall be attested by the signature of two members and that of the secretary for the time being.
19) Any rule herein may be rescinded or amended or a new rule made by a vote of 75% of all the members of The Association present at a general meeting where all the members of The Association have been given seven days prior notice of the changes to be proposed at the meeting.
19a) No amendment of rules is valid until registered.
20) The Association may be dissolved by the consent of 75% of the members by their signatures to an instrument of dissolution provided for in the Treasury Regulations or in winding up in a manner provided by the act.
20a) upon a claim being made by the personal representative of a deceased member or the trustees in bankruptcy or a bankrupt member
20b) A member may in accordance with the Act nominate any person or persons to whom any of his or her property in The Association at the time of his or her death shall be transferred but such nomination shall only be valid to the extent of the amount for the time being provided in the Act. On receiving satisfactory proof of death of a member who has made a nomination, The Association shall in accordance with the Act, either transfer or pay the full value of the property comprised in the nomination to the person entitled there under.
20c) In these rules “The Act” refers to the industrial and Provident Societies Act 1965 to 1978 or any Act or Acts amending or substitution for them for the time being in force.
Register No 24513B – 11th June 1984.
