Legalize / United Kingdom / Public General Act

Friendly Societies Act 1992

Type Public General Act

Publication 1992-03-16

Last updated 2020-12-31

State In force

Department Statute Law Database

Source legislation.gov.uk

articles 13

Reform history JSON API

(1AA) Any reference in this Act to the seal of the FCA is a reference to the seal provided for in regulations made under section 109(1)(b) of the Friendly Societies Act 1974 (and not to the FCA’s common seal).

(1A) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(1B) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(1C) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(1D) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(2) References in this Act to the “ECU” are to the unit of account of that name defined in Council Regulation (EEC) No.3180/78 as amended; and the exchange rates as between the ECU and pounds sterling to be applied for each year beginning on 31st December shall be the rates applicable on the last day of the preceding October for which exchange rates for the currencies of all the member States were published in the Official Journal of the Communities.

(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Supplementary

Amendments and repeals

120

(1) The enactments specified in Schedule 21 to this Act shall have effect with the amendments made by that Schedule.

(2) The enactments specified in Schedule 22 to this Act are repealed to the extent specified in the third column of that Schedule.

Orders and regulations

121

(1) Any power of the Treasury . . . to make regulations or an order under this Act is exercisable by statutory instrument.

(2) Any statutory instrument containing such regulations or such an order, other than an order under section 5 above or section 126 below, shall be subject to annulment in pursuance of a resolution of either House of Parliament.

(3) Any power conferred by this Act to make such regulations or such an order includes power—

(a) to make different provision for different cases; and

(b) to make transitional, consequential or supplementary provision.

Expenses

122

Power to make transitional, consequential etc. provisions

123

(1) The Treasury may by regulations make such transitional and consequential provisions and such savings as they consider necessary or expedient in preparation for, in connection with, or in consequence of—

(a) the coming into force of any provision of this Act; or

(b) the operation of any enactment repealed or amended by a provision of this Act during any period when the repeal or amendment is not wholly in force.

(2) Regulations under this section may make modifications of any enactment contained in this or in any other Act.

Northern Ireland

124

(1) This Act extends to Northern Ireland.

(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Channel Islands and Isle of Man

125

(1) Her Majesty may by Order in Council direct that any of the provisions of this Act or any instrument made under it shall extend, with such modifications (if any) as may be specified in the Order, to—

(a) any of the Channel Islands; or

(b) the Isle of Man.

(2) An Order in Council under this section may make such transitional, incidental or supplementary provision as appears to Her Majesty to be necessary or expedient.

Short title and commencement

126

(1) This Act may be cited as the Friendly Societies Act 1992.

(2) This Act shall come into force on such day as the Treasury may by order appoint and different days may be appointed for different provisions or different purposes.

(3) An order under subsection (2) above may contain such transitional provisions and savings (whether or not involving the modification of any statutory provision) as appear to the Treasury necessary or expedient in connection with the provisions brought into force.

SCHEDULE 1

Status

1

The Commission shall be a body corporate.

Tenure of office of member

2

(1) Subject to the provisions of this paragraph, a person shall hold and vacate office as a member or the chairman or deputy chairman of the Commission in accordance with the terms of the instrument appointing him to that office.

(2) A person may at any time resign office as a member or the chairman or deputy chairman of the Commission by giving the Treasury a signed notice stating that he resigns that office.

(3) When a member becomes or ceases to be the chairman or deputy chairman, the Treasury may vary the terms of his appointment so as to alter the date on which he is to vacate office as a member.

(4) If the chairman or deputy chairman ceases to be a member, he shall cease to be the chairman or deputy chairman, as the case may be.

(5) If the Treasury are satisfied—

(a) that a member has been absent from meetings of the Commission for a period longer than three consecutive months without the permission of the Commission, or

(b) that a member has become bankrupt or made an arrangement with or granted a trust deed for his creditors, or

(d) that a member is incapacitated by physical or mental illness, or

(e) that a member is otherwise unable or unfit to discharge the functions of his office,

the Treasury may declare his office as a member vacant, and shall notify the declaration in such manner as they think fit; and thereupon the office shall become vacant.

3

No person who has attained the age of 70 years is eligible to be or to remain a part-time member of the Commission.

Remuneration and pensions, etc. for part-time members

4

The Commission shall pay to its part-time members such fees for services and such allowances in respect of expenses as may be determined by the Treasury.

5

(1) If the Treasury so determine in the case of any person who is or has been a part-time member of the Commission, the Commission shall pay or make arrangements for the payment of such pensions to or in respect of that person as the Treasury may determine.

(2) Where a person who is a part-time member of the Commission ceases to be a member otherwise than on the expiry of his term of office and it appears to the Treasury that there are special circumstances which make it right for that person to receive compensation, the Treasury may direct the Commission to make to that person a payment of such amount as the Treasury may determine.

Parliamentary disqualification

6

(1) In Part II of Schedule 1 to the House of Commons Disqualification Act 1975 (bodies of which all members are disqualified under that Act) there shall be inserted at the appropriate place the entry: “ The Friendly Societies Commission ”.

(2) A corresponding amendment shall be made in Part II of Schedule 1 to the Northern Ireland Assembly Disqualification Act 1975.

Staff

7

The Commission may appoint such staff as the chairman of the Commission thinks fit, subject to the approval of the Treasury as to numbers and as to terms and conditions of service.

Proceedings

8

The quorum of the Commission and the arrangements relating to its meeting shall be such as the Commission may determine.

9

The validity of any proceedings of the Commission shall not be affected by any vacancy among the members or by any defect in the appointment of a member.

Performance of functions

10

(1) With the exception specified in sub-paragraph (2) below, the Commission may authorise any member or members of the Commission to perform on behalf of the Commission such of the Commission’s functions (including the power conferred by this paragraph) as are specified in the authorisation.

(2) The Commission shall not delegate any power exercisable by statutory instrument.

11

The Statutory Instruments Act 1946 shall apply to all powers of the Commission of making statutory instruments under this Act as if the Commission were a Minister of the Crown.

12

In Schedule 2 to the Parliamentary Commissioner Act 1967 (which lists the departments etc. subject to investigation under that Act) there shall be inserted in the appropriate place in alphabetical order the words “ Friendly Societies Commission ”.

Instruments

13

The fixing of the common seal of the Commission shall be authenticated by the signature of the chairman or deputy chairman or by some other person authorised by the Commission to act for that purpose.

14

(1) A document purporting to be duly executed under the seal of the Commission shall be received in evidence and shall, unless the contrary is proved, be deemed to be so executed.

(2) A document purporting to be signed on behalf of the Commission shall be received in evidence and shall, unless the contrary is proved, be deemed to be so signed.

Execution of documents in Scotland

15

(1) This paragraph shall have effect as regards the execution of documents in Scotland.

(2) For any purpose other than those mentioned in sub-paragraph (3) below, a document is validly executed by the Commission if it is signed on its behalf by the chairman or deputy chairman or by a person authorised to sign the document on its behalf.

(3) For the purposes of any enactment or rule of law relating to the authentication of documents, a document is validly executed by the Commission if it is subscribed on its behalf by being executed in accordance with the provisions of sub-paragraph (2) above.

(4) A document which bears to have been executed by the Commission in accordance with sub-paragraph (3) above shall, in relation to such execution, be a probative document if—

(a) the subscription of the document bears to have been attested by at least one witness; or

(b) the document bears to be sealed with the seal of the Commission.

SCHEDULE 2

A

Long term business of one or more of the following classes:

Number	Description	Nature of business
I	Life and annuity	Effecting and carrying out contracts of insurance on human life or contracts to pay annuities on human life, but excluding (in each case) contracts within Class III below.
II	Marriage and birth	Effecting and carrying out contracts of insurance to provide a sum on marriage or on the birth of a child, being contracts expressed to be in effect for a period of more than one year.
III	Linked long term	Effecting and carrying out contracts of insurance on human life or contracts to pay annuities on human life where the benefits are wholly or partly to be determined by reference to the value of, or the income from, property of any description (whether or not specified in the contracts) or by reference to fluctuation in, or in an index of, the value of property of any description (whether or not so specified).
IV	Permanent health	Effecting and carrying out contracts of insurance providing specified benefits against risks of persons becoming incapacitated in consequence of sustaining injury as a result of an accident or of an accident of a specified class or of sickness or infirmity, being contracts that: are expressed to be in effect for a period of not less than five years, or until the normal retirement age for the persons concerned, or without limit of time, and either are not expressed to be terminable by the insurer, or are expressed to be so terminable only in special circumstances mentioned in the contract.
V	Tontines	Effecting and carrying out tontines.
VI	Capital redemption	Effecting and carrying out capital redemption contracts.
VII	Pension fund management	Effecting and carrying out— contracts to manage the investments of pension funds; or contracts of the kind mentioned in paragraph (a) above that are combined with contracts of insurance covering either conservation of capital or payment of a minimum interest.

B

General business of one or more of the following classes:

Number	Description	Nature of business
1	Accident	Effecting and carrying out contracts of insurance providing fixed pecuniary benefits or benefits in the nature of indemnity (or a combination of both) against risks of the person insured: sustaining injury as the result of an accident or of an accident of a specified class, or dying as the result of an accident or of an accident of a specified class, or becoming incapacitated in consequence of disease or of disease of a specified class,inclusive of contracts relating to industrial injury and occupational disease but exclusive of contracts falling within Class 2 below or within Class IV in head A of this Schedule (permanent health).
2	Sickness	Effecting and carrying out contracts of insurance providing fixed pecuniary benefits or benefits in the nature of indemnity (or a combination of the two) against risks of loss to the persons insured attributable to sickness or infirmity, but exclusive of contracts falling within Class IV in head A of this Schedule.
3	Miscellaneous financial loss	Effecting and carrying out contracts of insurance against any of the following risks, namely: risks of loss to the persons insured attributable to their being unemployed, or risks of loss to the persons insured attributable to their being in distressed circumstances, or risks of loss to the persons insured attributable to sickness or infirmity, but exclusive of contracts falling within Class 2 above or Class IV in head A of this Schedule.

C

Business, not falling within the descriptions of insurance business in head A or B above, consisting of the effecting and carrying out of contracts in accordance with which benefits are provided—

(a) for the relief or maintenance of any persons during sickness or when in distressed circumstances; or

(b) to meet the funeral expenses of any persons.

D

Activities carried out in accordance with the society’s rules (or with arrangements made under the rules) whereby discretionary benefits are provided—

(a) for the education of any persons;

(b) for the relief or maintenance of any persons during sickness, when out of employment or when in distressed circumstances; or

SCHEDULE 3

Requirements for establishment and incorporation

1

(1) Any 7 or more persons may establish a society under this Act by taking the following steps—

(a) agreeing upon the purposes of the society and upon the extent of its powers in a memorandum the provisions of which comply with the requirements of this Schedule;

(b) agreeing upon rules for the regulation of the society which comply with the requirements of this Schedule; and

(c) sending to the FCA 3 copies of the memorandum and the rules, each copy signed by at least 7 of those persons (or, if there are only 7, by all of them) and (unless the secretary is to be elected) by the intended secretary.

(2) Where two or more friendly societies propose to amalgamate under section 85 above, they shall establish their successor society by—

(a) agreeing upon the purposes of their successor and upon the extent of its powers in a memorandum the provisions of which comply with the requirements of this Schedule;

(b) agreeing upon rules for the regulation of their successor which comply with the requirements of this Schedule;

(d) sending to the FCA 3 copies of the rules and of the memorandum, each copy signed by the secretary of each of the societies participating in the amalgamation.

(3) Where copies of the memorandum and the rules are sent to the FCA in accordance with sub-paragraph (1)(c) or (2)(d) above, the FCA, if satisfied that—

(a) the memorandum and the rules are in conformity with this Act; and

(b) the intended name of the society is not, in its opinion, undesirable,

shall register the society and issue it with a certificate of incorporation.

(4) The FCA shall not register a society as the successor society to any friendly societies proposing to amalgamate unless the appropriate authority . . . has confirmed the proposed amalgamation under section 85 above.

(5) The FCA shall not register a society which, if it were registered . . ., would be a society to which section 37(2) or (3) above applies if the FCA is satisfied that the principal place of business of the society is to be situated outside the United Kingdom; . . ..

2

(1) A registered friendly society may be incorporated under this Act only if the following steps are taken—

(a) the proposal to apply for incorporation is submitted to the members of the society for their consent by the procedure required for a proposal to amend the rules (or, in the case of a society with branches, the general rules) of the society;

(b) consent to the application is given in accordance with that procedure;

(i) upon the purposes of the society after incorporation, and upon the extent of its powers, in a memorandum the provisions of which comply with the requirements of this Schedule; and

(ii) upon rules for the regulation of the society after incorporation which comply with the requirements of this Schedule; and

(d) there are sent to the FCA—

(i) 3 copies of the memorandum and the rules, each signed by at least 7 members and by the secretary of the society; and

(ii) a statutory declaration by the secretary that the steps mentioned in paragraphs (a) and (b) above were taken.

(2) Where copies of the memorandum, the rules and the statutory declaration are sent to the FCA in accordance with paragraph (c) of sub-paragraph (1) above, the FCA, if satisfied that—

(a) the steps mentioned in sub-paragraph (1)(a) and (b) were taken;

(b) the provisions of the memorandum and the rules are in conformity with this Act; . . .

shall register the society and issue it with a certificate of incorporation.

(d) in the case of a society to which section 37(2) or (3) above applies, the principal place of business of the society is situated in the United Kingdom.

3

On registering a society under paragraph 1 or 2 above, the FCA shall—

(a) retain and register one copy of the memorandum and of the rules;

(b) return another copy to the secretary of the society, together with a certificate of registration; and

(c) keep another copy, a copy of the certificate of incorporation and a copy of the certificate of registration of the memorandum and the rules, in the public file of the society.

The memorandum

4

(1) The memorandum of an incorporated friendly society shall—

(a) specify the name of the society;

(b) state whether the registered office of the society is to be situated in England and Wales, or in Scotland, or in Northern Ireland;

(d) state the purposes of the society and the extent of its powers; and

(e) if any of those purposes are to include the carrying on of any business outside the United Kingdom, state with respect to those purposes that that is the case.

(2) The choice stated in a society’s memorandum in pursuance of sub-paragraph (1)(b) above may not be altered by the society.

(3) In this Act, in relation to an incorporated friendly society, “memorandum” means the memorandum registered under paragraph 3 above, including the record of any alteration under paragraph 6 below.

The rules

5

(1) The rules of an incorporated friendly society shall provide for the matters specified in the Table in sub-paragraph (3) below.

(2) Nothing in this paragraph shall be taken to authorise any provision in the rules of a society which is inconsistent with, or rendered void by, this Act (or any instrument made under it).

(3) The Table referred to in sub-paragraph (1) above is as follows:—

TABLE OF MATTERS TO BE COVERED BY THE RULES

(1) The terms of admission of members and the manner in which membership is to cease.

(2) If the terms on which a benefit is provided are not in the rules, the manner in which they are to be determined.

(3) Any forfeitures which may be imposed on any member.

(4) The consequences of non-payment of any subscription.

(5) The manner of remunerating the auditors.

(6) As respects the officers—

(a) the manner of their election or appointment and their removal;

(b) the manner of remunerating them; and

(c) the circumstances in which pensions may be awarded to persons by virtue of their office and the method of determining the terms of such pensions.

(7) The powers and duties of the committee of management.

(8) The investment of the funds of the society.

(9) The manner in which disputes are to be settled.

(10) If the society has a common seal, the form, custody and use of the seal.

(11) The calling and holding of meetings and, in particular—

(a) the right to requisition meetings;

(b) the right to move resolutions at meetings;

(d) the procedure to be observed at meetings;

(e) the form of notice for the convening of a meeting;

(f) the voting rights of members, the right to demand a poll and the manner in which a poll is to be taken.

(12) The entitlement of members to participate in the distribution of any surplus assets after payments to creditors, on the winding up, or dissolution by consent, of the society.

(13) The procedure for altering the society’s memorandum and rules.

Requirements for alteration of memorandum and rules

6

(1) An incorporated friendly society may in the manner prescribed by its rules alter the memorandum or rules of the society by the addition, rescission or variation of any provision.

(2) Sub-paragraph (1) above does not apply to any alteration to which section 13(6) above applies or which is prohibited by paragraph 4(2) above.

(3) An alteration to the name or registered office of an incorporated friendly society shall (instead of being effected under this paragraph) be effected under paragraph 9 or 12 below; and it is not necessary to alter the memorandum or rules of such a society by reason only that its name or registered office is changed.

(4) Where a society makes an alteration of its memorandum or rules under this paragraph, it shall send to the FCA—

(a) 3 copies of a record of the alteration signed by the secretary; and

(b) a statutory declaration by the secretary that the alteration was made in accordance with the procedure prescribed by the society’s rules.

(5) On making an alteration of its memorandum or rules under this paragraph the society shall determine the date on which it intends the alteration to take effect; and the record of the alteration shall specify that date (in this paragraph referred to as “the specified date”).

(6) Where copies of a record of an alteration of a society’s memorandum or rules are sent to the FCA under sub-paragraph (4) above and the FCA is satisfied that the alteration is in conformity with this Act, the FCA shall—

(a) retain and register one of the copies;

(b) return another to the secretary of the society together with a certificate of registration of the alteration; and

(c) keep another copy, together with a copy of the certificate of registration of the alteration, in the public file of the society.

(7) An alteration of the memorandum or rules of a society under this paragraph shall not take effect until the specified date or, if the alteration is registered under sub-paragraph (6) above on a later date, the date on which the certificate of registration is issued.

(8) If an incorporated friendly society arranges for the publication in consolidated form of its memorandum or rules as altered for the time being—

(a) it shall send a copy to the FCA; and

(b) the FCA shall keep the copy in the public file of the society;

but the FCA shall not register the copy.

(9) If an incorporated friendly society fails, within the period of 3 months beginning with the date on which an alteration to its memorandum or rules is made, to comply with sub-paragraph (4) above, the society shall be guilty of an offence and liable on summary conviction to a fine not exceeding level 4 on the standard scale.

Membership

7

A person under 18—

(a) may, if the rules do not otherwise provide, be admitted as a member of an incorporated friendly society and, if he is over 16 by himself, and if he is under 16 by his parent or guardian, execute all instruments and give all receipts necessary to be executed or given under the rules;

(b) may not vote or hold any office in the society; and

(c) may not nominate, or join in nominating, a person for election as a member of the committee of management, or (if the secretary is elected) as secretary, of the society.

Liability of members

8

(1) The liability of a member of an incorporated friendly society is limited to the amount of any subscription to the society which is outstanding.

(2) No subscription of a member of an incorporated friendly society shall be recoverable at law except on the winding up of the society.

Name

9

(1) The name of an incorporated friendly society must have “Limited" as its last word, except that, if the society is to be registered with a memorandum stating that its registered office is to be situated in Wales, the name may have “cyfyngedig" (the Welsh equivalent of “Limited") as its last word.

(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(3) If the society has a common seal, it shall bear the registered name of the society.

(4) An incorporated friendly society may change its name by a resolution of the society in general meeting after the giving of such notice as is required for a special resolution.

(5) Where a society changes its name under this paragraph, notice of the change shall be sent to the FCA and, unless it is of the opinion that the changed name is undesirable, the FCA shall—

(a) register the notice of the change of name;

(b) issue the society with a certificate of registration; and

(6) A change of name shall not take effect until the date on which the certificate of registration under sub-paragraph (5) above is issued or such later date as may be specified in the certificate.

(7) A change of name shall not affect the rights and obligations of the society, of any of its members or of any other person concerned.

10

(1) Every incorporated friendly society shall have its name mentioned in legible characters—

(a) in all its business letters, its notices and its other official publications;

(b) in all its bills of parcels, invoices, receipts and letters of credit; ...

(c) in all bills of exchange, promissory notes, endorsements, cheques and orders for money or goods purporting to be signed by or on behalf of the society.

(d) in all its business correspondence and documentation that takes electronic form; and

(e) on all its websites.

(2) Where the name of an incorporated friendly society does not include the words “friendly society", the fact that it is an incorporated friendly society shall be shown in legible characters in all documents such as are mentioned in sub-paragraph (1) above.

(3) The reference in this paragraph to a society’s websites includes a reference to a section of another person’s website—

(a) which relates to the society; and

(b) which the society placed, or the placement of which the society authorised, on the other person’s website.

Offences relating to society’s name

11

(1) If an incorporated friendly society—

(a) fails, within the period of 3 months beginning with the date on which a resolution changing its name is passed, to send to the FCA the notice required by paragraph 9(5) above; or

(b) fails to comply with paragraph 10(1) or (2) above;

the society shall be guilty of an offence and liable on summary conviction to a fine not exceeding level 3 on the standard scale.

(2) If an officer of an incorporated friendly society or a person on its behalf—

(a) issues or authorises the issue of any business letter, notice or other official publication of the society or any bill of parcels, invoice, receipt or letter of credit of the society in which the society’s name is not mentioned as required by paragraph 10(1) above; or

(b) signs or authorises to be signed on behalf of the society any bill of exchange, promissory note, endorsement, cheque or order for money or goods in which the society’s name is not so mentioned,

he shall be guilty of an offence and liable on summary conviction to a fine not exceeding level 3 on the standard scale; and, in the case of the conduct mentioned in paragraph (b) above, he is further personally liable to the holder of the bill of exchange, promissory note, cheque or order for money or goods for the amount of it (unless it is duly paid by the society).

(3) If an officer of an incorporated friendly society whose name does not include the words “friendly society" or a person on its behalf—

(a) issues or authorises the issue of any such document as is mentioned in sub-paragraph (2)(a) above, and the fact that it is an incorporated friendly society is not shown in legible characters in the document; or

(b) signs or authorises to be signed on behalf of the society any such document as is mentioned in sub-paragraph (2)(b) above, and the fact that it is an incorporated friendly society is not shown in legible characters in the document,

Change of registered office

12

(1) An incorporated friendly society may change its registered office in such manner as its rules prescribe or, if the rules do not provide for that matter, by a resolution of the society in general meeting after the giving of such notice as is required for a special resolution.

(2) Notice of any such change shall be sent to the FCA and the FCA shall—

(a) register the notice of the change of registered office;

(b) issue the society with a certificate of registration; and

(3) A change of registered office shall not take effect until the date on which the certificate of registration under sub-paragraph (2) above is issued or such later date as may be specified in the certificate.

(4) If an incorporated friendly society fails, within the period of 3 months beginning with the date on which a resolution changing its registered office is passed, to send to the FCA the notice required by sub-paragraph (2) above, the society shall be guilty of an offence and liable on summary conviction to a fine not exceeding level 4 on the standard scale.

Societies to supply copies of rules etc

13

(1) An incorporated friendly society shall, on demand, give a copy of its statutory documents—

(a) free of charge, to any member of the society to whom a copy of those documents has not previously been given; and

(b) to any other person, upon payment of such fee as the society may require, not exceeding the prescribed amount.

(2) The reference in sub-paragraph (1) above to a copy of an incorporated friendly society’s statutory documents is a reference to—

(a) a ... copy of the society’s rules for the time being, with a copy of the certificate of incorporation of the society annexed to it; and

(b) a ... copy of the memorandum of the society for the time being.

(3) If an incorporated friendly society fails to comply with the requirements of sub-paragraph (1) above, the society shall be guilty of an offence and liable on summary conviction to a fine not exceeding level 4 on the standard scale.

(4) In sub-paragraph (1) above the “prescribed amount” means £1 or such other amount as the Treasury prescribe by order.

Register of members

14

(1) Every incorporated friendly society shall maintain a register of the names and addresses of the members of the society.

(1A) Where a member has notified to the society an electronic address for the purpose of receiving notices or documents under this Act, the requirement under sub-paragraph (1) includes a requirement to secure that the register shows—

(a) that electronic address; and

(b) the purposes for which it has been notified.

(2) The register shall be kept at the registered office or at such other place or places as the committee of management thinks fit.

(3) A society which was previously a registered friendly society need not enter in the register the address of a member who became a member before its incorporation while it has no address for him and his whereabouts are unknown.

(4) Where it appears to an incorporated friendly society that the registered address shown in the register for a member is no longer current, the society—

(a) may remove that address from the register; and

(b) need not enter in the register an address for that member while it has no address for him and his whereabouts are unknown.

(4A) Where it appears to an incorporated friendly society that an electronic address shown on the register pursuant to sub-paragraph (1) is no longer current, the society may remove that address from the register.

(5) If an incorporated friendly society contravenes sub-paragraph (1) above, the society shall be guilty of an offence and liable on summary conviction to a fine not exceeding level 4 on the standard scale.

(6) For the purposes of this Act “registered address”, in relation to a member of an incorporated friendly society, means—

(a) the postal address shown in the register mentioned under this paragraph, except in a case where paragraph (b) below applies;

(b) where the member has requested that communications from the society be sent to some other address (not being an electronic address), that other address.

Inspection of records by members

15

(1) Subject to sub-paragraph (2) below, a member or person having an interest in the funds of an incorporated friendly society may inspect the records at all reasonable hours at the registered office of the society or at any other place where they are kept.

(2) Unless he is an officer of the society or is specially authorised by resolution of the society to do so, a member or such a person shall not have the right to inspect the loan account of any other member without the written consent of that member.

SCHEDULE 4

Preliminary

1

(1) This Schedule has effect in relation to an incorporated friendly society (“the incorporated society”) which was formerly a registered friendly society (“the registered society”); and in this Schedule “incorporation” means the incorporation of that society.

(2) In this Schedule “branch”, in relation to the registered society, means any registered or unregistered branch of the society and, in relation to the incorporated society, means a group of members provided for by the rules of the society—

(a) which is under the control, and bound to contribute to the funds, of the society; and

(b) which has its own funds and other property vested in trustees and administered (in accordance with its rules) by the members of the group themselves, or through its own committee or other officers.

(3) In this Schedule references to an agreement include references to any agreement (whether in writing or not) and any deed, bond or other instrument.

(4) Nothing in section 6 above or this Schedule shall be taken as affecting any power or liability of a branch of a registered friendly society to secede or to be expelled from that society.

Schemes under section 6(5)

2

(1) This paragraph applies to a registered society with branches which proposes—

(a) that the incorporated society will have branches; and

(b) that any of those branches is to be treated as a continuation of a branch of the registered society.

(2) The registered society may, by the procedure required to amend the rules of the society, approve a scheme under subsection (5) of section 6 above (a “scheme”) identifying property, rights and liabilities of a branch which are to continue to be property, rights and liabilities of the branch (as a branch of the incorporated society) and so are to be excluded from transfer under subsection (4) of that section.

(3) A scheme—

(a) may deal with property, rights and liabilities of one or more branches of the registered society; and

(b) may, instead of specifying any property, rights and liabilities of a branch of the registered society, refer to all the property, rights and liabilities referable to such part of its activities as is specified in the scheme.

(4) A scheme may not identify for exclusion from transfer under section 6(4) above any property, rights or liabilities of a branch of the registered society which are referable only to an activity of the branch which a branch of the incorporated society would (by virtue of section 7(5) above) be unable to carry on on its own behalf.

(5) On making a scheme the registered society shall send to the FCA—

(a) 4 copies of the scheme, each signed by the secretary;

(b) a statutory declaration by the secretary that the scheme was duly approved by the society;

(c) in the case of a scheme identifying any property, rights or liabilities of a branch which was (immediately before incorporation) carrying on any insurance or non-insurance business, a certificate from the appropriate actuary that the incorporated society will, on incorporation, possess sufficient assets to meet such of the liabilities to be transferred to the society from that branch as are referable to that business.

(6) On receiving copies of a scheme, the FCA shall, if satisfied that the society has duly approved the scheme—

(a) retain and register one copy of the scheme;

(b) return another copy to the secretary of the registered society, together with a certificate of registration;

(c) keep another copy in the public file of the registered society and, after incorporation, in the public file of the incorporated society;

and the FCA shall not register the incorporated society under this Act until after it has registered the scheme.

Effect of incorporation on registered society

3

(1) Subject to the provisions of this Act, the incorporated society shall be treated after incorporation as the same person as the registered society.

(2) Without prejudice to the generality of sub-paragraph (1) above, any agreement made, transaction effected or other thing done by, to or in relation to the registered society which is in force or effective immediately before incorporation shall have effect as if made, effected or done by, to or in relation to the incorporated society; and, accordingly, references to the society—

(a) in any agreement;

(b) in any process or other document issued, prepared or employed for the purposes of any proceeding before any court or other tribunal or authority; and

(c) in any other document whatsoever (other than an enactment) relating to or affecting any property, right or liability of the society,

shall be taken as referring to the incorporated society.

4

On incorporation of the registered society—

(a) a person who was immediately before incorporation a member of the registered society shall be a member of the incorporated society;

(b) any appointment as trustee or treasurer of the society shall determine; and

(c) all other persons who were officers of the registered society shall become officers, holding corresponding offices, of the incorporated society;

but paragraph (c) above is without prejudice to anything done by the society after incorporation as respects the election or appointment of members of its committee of management and its other officers.

5

Any agreement made by the registered society which is in force immediately before incorporation shall have effect as if—

(a) for references to members of the registered society there were substituted references to members of the incorporated society;

(b) for references to officers of the registered society (other than its trustees or treasurer) there were substituted references to the corresponding officers of the incorporated society;

(c) for references to the trustees of the registered society there were substituted references to the incorporated society; and

(d) for references to the treasurer of the registered society there were substituted references to such person as the incorporated society may appoint or in default of appointment to the officer of that society who corresponds as nearly as may be to the treasurer.

6

It is hereby declared for the avoidance of doubt that—

(a) any contract of employment with the registered society in force immediately before incorporation is merely modified by the substitution of the name of the incorporated society as the employer (and is not terminated or varied in any other way);

(b) any period of employment with the registered society shall count for all purposes as a period of employment with the incorporated society; and

(c) the rights and liabilities referred to in section 6 above include any rights and liabilities subsisting immediately before incorporation—

(i) under any agreement or arrangement for the payment of pensions, allowances or gratuities; or

(ii) under the law of any country or territory outside the United Kingdom.

7

(1) The final financial year of the registered friendly society shall be such period not exceeding 12 months as expires immediately before its incorporation.

(2) Anything which, if it had not been incorporated, would be required to be done by the registered society at a time after its incorporation shall be done by the incorporated society.

(3) If the incorporated friendly society fails to do anything which it is required to do by virtue of sub-paragraph (2) above, the society and its officers shall be subject to the sanctions to which the registered friendly society and its officers would have been subject if the society had failed to do it.

Effect of incorporation on branches of registered society

8

(1) This paragraph applies where the property, rights and liabilities of a branch of the registered society (“the branch”) are all transferred to the incorporated society by section 6(4) above.

(2) The provisions of paragraphs 3 to 7 above shall apply in relation to the branch as they apply in relation to the registered society—

(a) with the omission from paragraph 4 of the words following “shall determine"; and

(b) in paragraph 5, with the substitution for references to the members, officers, trustees or treasurer of the society of references to the corresponding officers of the branch;

and the branch shall be deemed to be dissolved immediately after the transfer of its property, rights and liabilities to the incorporated society.

9

(1) This paragraph applies where the property, rights and liabilities of a branch of the registered society are all excluded by virtue of a scheme from transfer to the incorporated society.

(2) On incorporation of the registered society, the property, rights and liabilities of the branch shall continue as property, rights and liabilities of the branch (as a branch of the incorporated society).

(3) The branch of the incorporated society shall be treated as a continuation of the branch of the registered society; and so on incorporation—

(a) any member of the branch shall continue as a member; and

(b) any trustee, treasurer or other officer of the branch immediately before incorporation shall continue in office;

but paragraphs (a) and (b) above are without prejudice to anything done after incorporation as respects the membership and officers of the branch.

10

(1) This paragraph applies where some of the property, rights and liabilities of a branch of the registered society are transferred to the incorporated society by section 6(4) above and some are excluded from transfer by virtue of a scheme.

(2) As respects the property, rights and liabilities transferred from the branch to the incorporated society, the provisions of paragraphs 3, 5, 6 and 7 above shall apply in relation to the branch as they apply in relation to the registered society—

(a) with, in paragraph 5, the substitution for references to the members, officers, trustees or treasurer of the society of references to the corresponding officers of the branch; and

(b) with the omission of paragraph 7(1).

(3) On incorporation of the registered society, the property, rights and liabilities of the branch which are excluded from transfer shall continue as property, rights and liabilities of the branch (as a branch of the incorporated society).

(4) As respects the property, rights and liabilities so excluded, the branch shall, after incorporation of the registered society, be treated as a continuation of the branch of the registered society; and so on incorporation—

(a) any member of the branch shall continue as a member; and

(b) any trustee, treasurer or other officer of the branch shall continue in office;

but paragraphs (a) and (b) above are without prejudice to anything done after incorporation as respects membership and officers of the branch.

Consequences of transfer

11

No transfer effected by section 6 above shall give rise to any liability to stamp duty.

12

(1) The action mentioned in the following provisions of this paragraph shall be taken not later than the end of the period of 90 days beginning with the day on which the registered society is incorporated.

(2) The persons who were the trustees and treasurer of the registered society immediately before its incorporation shall deliver to the incorporated society—

(a) any property of the society held by them; and

(b) any documents relating to the property, rights and liabilities of the registered society or its financial affairs.

(3) The persons who were the trustees and treasurer of any branch of the registered society immediately before its incorporation shall deliver to the incorporated society—

(a) any property (formerly property of the branch) which is transferred to the society by section 6(4) above; and

(b) any documents relating to such of the property, rights or liabilities of the branch as are so transferred.

(4) The Public Trustee shall, if he held property on trust for the registered society immediately before its incorporation, deliver to the incorporated society any property so held by him and any documents relating to it.

(4A) A person required by this paragraph to deliver a document does not satisfy the requirement by sending the document in an electronic form except in so far as the document is held by that person in that electronic form.

(5) Nothing in this Act shall have effect to relieve the former trustees or treasurer of a registered friendly society or branch or the Public Trustee from any liability arising from acts or omissions before the incorporation of the society.

SCHEDULE 5

Introductory

1

An incorporated friendly society may do anything mentioned in the following provisions of this Schedule in the manner directed by the society’s rules.

Loans out of separate loan fund

2

(1) An incorporated friendly society may, out of any separate loan fund to be formed by contributions or deposits from its members, make loans to members on their personal security, with or without sureties or, in Scotland, cautioners, subject to the restrictions in sub-paragraphs (2) to (4) below.

(2) A loan shall not at any time be made out of money contributed otherwise than for the purpose of the loan fund.

(3) A member shall not be capable of holding any interest in the loan fund exceeding £800.

(4) The society shall not—

(a) make any loan to a member on personal security beyond the amount fixed by the rules, or make any loan which, together with any money owing by a member to the society, exceeds £200; or

(b) hold at any one time on deposit from its members any money beyond the amount fixed by the rules, and the amount so fixed shall not exceed two thirds of the total sums owing to the society by the members who have borrowed from the loan fund.

(5) The Treasury may by order amend sub-paragraph (3) or (4) above to substitute, for the sum for the time being specified in that sub-paragraph, such greater sum as is specified in the order.

Power to set up funds for purchasing Government Securities

3

(1) An incorporated friendly society may set up and administer a fund for the purchase, on behalf of members contributing thereto, of Defence Bonds, National Savings Certificates, Ulster Savings Certificates or such other securities of Her Majesty’s Government as the Treasury may prescribe.

(2) A society may allow persons to become members of the society for the purpose only of contributing to a fund set up by virtue of this paragraph.

(3) Any securities prescribed, before the commencement of this paragraph, for the purposes of section 47 of the 1974 Act shall be treated as having been prescribed under sub-paragraph (1) above.

Investment of funds in housing association

4

(1) An incorporated friendly society may invest funds of the society in subscribing for any of the share or loan capital of a housing association (within the meaning of the Housing Associations Act 1985) other than shares or debentures not fully paid up at the time of issue.

(2) This paragraph has effect without prejudice to any power the society may have by virtue of section 14 above.

Accumulation of members’ surplus contributions

5

An incorporated friendly society may accumulate at interest, for the use of any member, any surplus of his contributions to the funds of the society which may remain after providing for any assurance in respect of which they are paid and for the withdrawal of the accumulations.

Subscriptions to other bodies

6

An incorporated friendly society may subscribe out of its funds to any hospital, infirmary, charitable or provident institution, any annual or other sum which may be necessary to secure to members of the society and their families the benefits of that institution.

7

An incorporated friendly society may contribute to the funds and take part in the government of any other friendly society.

SCHEDULE 6

England and Wales and Northern Ireland

1

Under the law of England and Wales and Northern Ireland a contract may be made—

(a) by an incorporated friendly society, by writing under its common seal; or

(b) on behalf of an incorporated friendly society, by any person acting under its authority, express or implied;

and any formalities required by law in the case of a contract made by an individual also apply, unless a contrary intention appears, to a contract made by or on behalf of an incorporated friendly society.

2

(1) The following provisions have effect with respect to the execution of documents by an incorporated friendly society under the law of England and Wales and of Northern Ireland.

(2) A document is executed by an incorporated friendly society by the affixing of its common seal.

(3) An incorporated friendly society need not have a common seal, however, and the following sub-paragraphs apply whether it does or not.

(4) A document signed by a member of the committee of management and the secretary of an incorporated friendly society, or by 2 members of the committee of management, and expressed (in whatever form of words) to be executed by the society has the same effect as if executed under the common seal of the society.

(5) A document executed by an incorporated friendly society which makes it clear on its face that it is intended by the person or persons making it to be a deed has effect, upon delivery, as a deed; and it shall be presumed, unless a contrary intention is proved, to be delivered upon its being so executed.

(6) In favour of a purchaser a document shall be deemed to have been duly executed by an incorporated friendly society if it purports to be signed by a member of the committee of management and the secretary of the society, or by 2 members of the committee of management, and, where it makes it clear on its face that it is intended by the person or persons making it to be a deed, to have been delivered upon its being executed.

(7) In sub-paragraph (6) above a “purchaser” means a purchaser in good faith for valuable consideration and includes a lessee, mortgagee or other person who for valuable consideration acquires an interest in property.

Scotland

3

(1) The following provisions have effect with respect to the execution of documents by an incorporated friendly society under the law of Scotland.

(2) For any purpose other than those mentioned in sub-paragraph (3) below, a document is validly executed by an incorporated friendly society if it is signed on behalf of the society by a member of the committee of management or by the secretary of the society or by a person authorised to sign the document on its behalf.

(3) For the purposes of any enactment or rule of law relating to the authentication of documents under the law of Scotland, a document is validly executed by an incorporated friendly society if it is subscribed on behalf of the society by—

(a) 2 members of the committee of management of the society;

(b) a member of that committee and the secretary of the society; or

notwithstanding that such subscription is not attested by witnesses and the document is not sealed with the society’s common seal.

(4) A document which bears to be executed by an incorporated friendly society in accordance with sub-paragraph (3) above is, in relation to such execution, a probative document.

(5) Notwithstanding any other provision of this paragraph, an incorporated friendly society need not have a common seal.

(6) For the purposes of any enactment providing for a document to be executed by an incorporated friendly society by affixing its common seal or referring (in whatever terms) to a document so executed, a document signed or subscribed on behalf of the society by—

(a) 2 members of the committee of management of the society;

(b) a member of the committee and the secretary of the society; or

shall have effect as if executed under the common seal of the society.

(7) In this paragraph “enactment” includes an enactment contained in a statutory instrument.

(8) Sub-paragraphs (2) and (3) above are—

(a) without prejudice to any other method of execution of documents by incorporated friendly societies permitted by any enactment or rule of law; and

(b) subject to any other enactment making express provision, in relation to incorporated friendly societies, as to the execution of a particular type of document.

SCHEDULE 7

Activities

1

The establishment and management of personal equity plans within the meaning of the Finance Act 1986.

2

The establishment and management of unit trust schemes within the meaning of the Financial Services Act 1986.

3

The carrying on of long-term or general business.

4

Arranging for the provision of, or giving advice as to, insurance of any description.

5

Arranging for the provision of credit, whether as agents for the borrower or the person providing credit and the provision of services in connection with current loan agreements to the person providing credit.

6

The provision of fund management services for trustees of pension funds or for friendly societies or for other bodies whose business consists of any activity falling within paragraphs 1 to 5 above or paragraphs 7 to 14 below.

7

The administration of estates and the execution of trusts of wills.

8

The provision of executry services (within the meaning of Part II of the Law Reform (Miscellaneous Provisions) (Scotland) Act 1990) where the subsidiary or body is an executry practitioner (within the meaning of that Part of that Act) and the administration of testamentary trusts.

9

The establishment and management of—

(a) sheltered housing,

(b) residential homes for the elderly,

(d) nursing homes or mental nursing homes (within the meaning of the Registered Homes Act 1984) or, in Northern Ireland, nursing homes (within the meaning of the Nursing Homes and Nursing Agencies Act (Northern Ireland) 1971),

and the provision of medical, administrative or other services for persons owning or managing any of them.

10

The provision of administrative services for friendly societies or other bodies whose business consists of any activity falling within paragraphs 1 to 9 above or paragraph 11 to 15 below.

SCHEDULE 8

1

The provisions of this Schedule explain expressions used in section 13 above and otherwise supplement that section.

2

In section 13(9)(a) and (c) the references to the voting rights in a body corporate are to the rights conferred on shareholders in respect of their shares or, in the case of a body corporate not having a share capital, on members, to vote at general meetings of the body corporate on all, or substantially all, matters.

3

(1) For the purposes of section 13(9)(a) and (c) the reference to the right to appoint or remove a majority of the board of directors is to the right to appoint or remove directors holding a majority of the voting rights at meetings of the board on all, or substantially all, matters.

(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4

Rights which are exercisable only in certain circumstances shall be taken into account only—

(a) when the circumstances have arisen, and for so long as they continue to obtain, or

(b) when the circumstances are within the control of the person having the rights;

and rights which are normally exercisable but are temporarily incapable of exercise shall continue to be taken into account.

5

Rights held by a person in a fiduciary capacity shall be treated as not held by him.

6

Rights held by a person as nominee for another shall be treated as held by the other; and rights shall be regarded as held as nominee for another if they are exercisable only on his instructions or with his consent or concurrence.

7

Rights attached to shares held by way of security shall be treated as held by the person providing the security—

(a) where apart from the right to exercise them for the purpose of preserving the value of the security, or of realising it, the rights are exercisable only in accordance with his instructions;

(b) where the shares are held in connection with the granting of loans as part of normal business activities and apart from the right to exercise them for the purpose of preserving the value of the security, or of realising it, the rights are exercisable only in his interests.

8

Rights shall be treated as held by an incorporated friendly society if they are held by any of its subsidiaries; and nothing in paragraph 6 or 7 above shall be construed as requiring rights held by an incorporated friendly society to be treated as held by any of its subsidiaries.

9

For the purposes of paragraph 7 above rights shall be treated as being exercisable in accordance with the instructions or in the interests of an incorporated friendly society if they are exercisable in accordance with the instructions of or, as the case may be, in the interests of any subsidiary of that society or in the interests of any body over which the society has joint control.

10

The voting rights in a body corporate shall be reduced by any rights held by the body itself.

11

References in any provision of paragraphs 5 to 10 above to rights held by a person include rights falling to be treated as held by him by virtue of any other provision of those paragraphs but not rights which by virtue of any such provision are to be treated as not held by him.

SCHEDULE 9

1

(1) Subject to the following provisions of this paragraph, a member of an incorporated friendly society who is not under the age of 16 years may by writing under his hand delivered at or sent to the registered office of the society, or made in a book kept at that office, nominate a person or persons to whom any sum of money payable by the society on the death of that member or any specified amount of money so payable, shall be paid at his decease.

(2) The total amount which may be nominated under this paragraph shall not exceed the relevant maximum, that is to say, £5,000 or such higher amount as, by virtue of an order under section 6 of the Administration of Estates (Small Payments) Act 1965, may for the time being apply for the purposes of the enactments specified in subsection (1) of that section.

(3) The sum payable on the death of a member by an incorporated friendly society shall include sums of money contributed to or deposited in the separate loan fund, together with interest on them, and any sum of money accumulated for the use of the member under the provisions of this Act, together with interest on it.

(4) A person nominated under this paragraph must not at the date of the nomination be an officer or employee of the society unless he is the husband, wife, father, mother, child, brother, sister, nephew or niece of the nominator.

(5) Nominations so made may be revoked or varied by any similar document under the hand of the nominator delivered, sent, or made as mentioned in sub-paragraph (1) above.

(6) The marriage of a member of the society shall operate as a revocation of any nomination previously made by that member under this paragraph.

(7) Where a society has paid money to a nominee in ignorance of a marriage subsequent to the nomination, the receipt of the nominee shall be a valid discharge to the society.

2

(1) Subject to sub-paragraph (2) below, on receiving satisfactory proof of the death of a nominator, an incorporated society shall pay to his nominee or nominees the amount due to the deceased or, as the case may be, the amount specified in the nomination.

(2) The total amount paid by an incorporated friendly society by virtue of a nomination (whether in favour of one nominee or more) shall not exceed the relevant maximum referred to in paragraph 1(2) above.

(3) The receipt of a nominee over 16 years of age for any amount paid in accordance with this paragraph shall be valid.

3

(1) If any member of an incorporated friendly society entitled from its funds to a sum not exceeding the relevant maximum referred to in paragraph 1(2) above dies without having made any nomination of that sum then subsisting, the society may, without letters of administration or probate of any will or, in Scotland, without any grant of confirmation, distribute the sum among such persons as appear to the society, upon such evidence as the society may deem satisfactory, to be entitled by law to receive that sum.

(2) A payment made by an incorporated friendly society under this Schedule shall be valid and effectual against any demand made upon the society by any other person, but the next of kin or personal representatives of the deceased member shall have a remedy for recovery of the money paid under paragraph 2(1) above against the person who has received that money.

SCHEDULE 10

Part I — General Mode of Application

1

The enactments which comprise the companies winding up legislation (referred to in this Schedule as “the enactments”) are the provisions of—

(a) Parts IV, VI, VII, XII and XIII of the Insolvency Act 1986, or

(b) Parts V, VI, XI and XII of the Insolvency (Northern Ireland) Order 1989,

and, in so far as they relate to offences under any such enactment, sections 430 and 432 of, and Schedule 10 to, that Act or Article 373 of, and Schedule 7 to, that Order.

2

Subject to the following provisions of this Schedule, the enactments apply to the winding up of incorporated friendly societies as they apply to the winding up of companies registered under the Companies Act 2006.

3

(1) Subject to the following provisions of this Schedule, the enactments shall, in their application to incorporated friendly societies, have effect with the substitution—

(a) for “company" of “incorporated friendly society”;

(b) for “directors" of “committee of management”;

(d) for “the articles" of “the rules”.

(2) Subject to the following provisions of this Schedule in the application of the enactments to incorporated friendly societies—

(aa) every reference to a company registered in Scotland shall have effect as a reference to an incorporated friendly society whose registered office is situated in Scotland;

(a) every reference to the officers, or to a particular officer, of a company shall have effect as a reference to the officers, or to the corresponding officer, of the incorporated friendly society and as including a person holding himself out as such an officer;

(b) every reference to a director of a company shall be construed as a reference to a member of the committee of management; and

(c) every reference to an administrator, an administration order, an administrative receiver, a shadow director or a voluntary arrangement shall be omitted.

4

(1) Where any of the enactments as applied to incorporated friendly societies requires a notice or other document to be sent to the FCA, it shall have effect as if it required the FCA to keep the notice or document in the public file of the society and to record in that file the date on which the notice or document is placed in it.

(2) Where any of the enactments, as so applied, refers to the registration, or to the date of registration, of such a notice or document, that enactment shall have effect as if it referred to the placing of the notice or document in the public file or (as the case may be) to the date on which it was placed there.

5

Any enactment which specifies a sum altered by order under section 416 of the Insolvency Act 1986 or Article 362 of the Insolvency (Northern Ireland) Order 1989 (powers to alter monetary limits) applies with the effect of the alteration.

Part II — Modified Application of Insolvency Act 1986 Parts IV , 6, 7, 12 and 13 and Schedule 10

Preliminary

6

In this Part of this Schedule, Part IV of the Insolvency Act 1986 is referred to as “Part IV"; and that Act is referred to as “the Act".

Members of a friendly society as contributories in winding up

7

(1) Section 74 (liability of members) of the Act is modified as follows.

(2) In subsection (1), the reference to any past member shall be omitted.

(3) Paragraphs (a) to (d) of subsection (2) shall be omitted; and so shall subsection (3).

(4) The extent of the liability of a member of an incorporated friendly society in a winding up shall not exceed the extent of his liability under paragraph 8 of Schedule 3 to this Act.

8

Sections 75 to 78 and 83 in Chapter I of Part IV (miscellaneous provisions not relevant to incorporated friendly societies) do not apply.

9

(1) Section 79 (meaning of “contributory”) of the Act does not apply.

(2) In the enactments as applied to an incorporated friendly society, “contributory”—

(a) means every person liable to contribute to the assets of the society in the event of its being wound up; and

(b) for the purposes of all proceedings for determining, and all proceedings prior to the determination of, the persons who are to be deemed contributories, includes any person alleged to be a contributory; and

(i) any debt or liability of the incorporated friendly society being wound up; or

(ii) any sum for the adjustment of rights of members among themselves; or

(iii) the expenses of the winding up;

but does not include persons liable to contribute by virtue of a declaration by the court under section 213 (imputed responsibility for fraudulent trading) or section 214 (wrongful trading) of the Act.

Voluntary winding up

10

(1) Section 84 of the Act does not apply.

(2) In the enactments as applied to an incorporated friendly society, the expression “resolution for voluntary winding up” means a resolution passed under section 21(1) above.

11

Section 88 shall have effect with the omission of the words from the beginning to “and".

12

(1) Subsection (1) of section 89 shall have effect as if for the words from the beginning to “meeting" there were substituted the words—

(1) Where it is proposed to wind up an incorporated friendly society voluntarily, the committee of management (or, in the case of an incorporated friendly society whose committee of management has more than two members, the majority of them) may at a meeting of the committee

(2) The reference to the directors in subsection (2) shall be construed as a reference to members of the committee of management.

13

Section 90 shall have effect as if for the words “directors’ statutory declaration under section 89" there were substituted the words “ statutory declaration made under section 89 by members of the committee of management ”.

14

Sections 95(1) and 96 shall have effect as if the word “directors"' were omitted from each of them.

15

In subsection (1) of section 101 (appointment of liquidation committee) of the Act, the reference to functions conferred on a liquidation committee by or under that Act shall have effect as a reference to its functions by or under that Act as applied to incorporated friendly societies.

16

(1) Section 107 (distribution of property) of the Act does not apply; and the following applies in its place.

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