INDUSTRIAL AND PROVIDENT SOCIETIES ACT (NORTHERN IRELAND) 1969 - SECT 62 Conversion of company into registered society.

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INDUSTRIAL AND PROVIDENT SOCIETIES ACT (NORTHERN IRELAND) 1969 - SECT 62

Conversion of company into registered society.

62.(1) A company formed and registered under the Companies Act (Northern
Ireland) 1960 may, by a special resolution as defined by section 135 of that
Act, determine to convert itself into a registered society; and for this
purpose, in any case where the nominal value of the company's shares held by
any member other than a registered society exceeds [the maximum for the time
being permitted by section 6(1)], the resolution may provide for the
conversion of the shares representing that excess into a transferable loan
stock bearing such rate of interest as may be fixed, and repayable on such
conditions only as are determined by the resolution.

(2) Any such resolution as aforesaid shall be accompanied by a copy of the
rules of the society therein referred to and shall appoint seven persons,
being members of the company, who, together with the secretary, shall sign the
rules and who may either

(a)be authorised to accept any alterations made by the registrar therein
without further consulting the company; or

(b)be required to lay any such alterations before the company in general
meeting for acceptance as the resolution may direct.

(3) A copy of the resolution aforesaid shall be sent with a copy of the rules
aforesaid to the registrar who, upon the registration of the society under
this Act, shall give to it, in addition to an acknowledgment of registration
under section 2(3), a certificate that the rules of the society referred to in
the resolution have been registered.

(4) A copy of any such resolution as aforesaid under the seal of the company
together with the certificate issued as aforesaid by the registrar shall be
sent for registration to the registrar of companies within the meaning of the
Companies Act (Northern Ireland) 1960 and, upon his registering the copy of
the resolution and the certificate, the conversion shall take effect and the
property of the company shall vest in the society without any conveyance or
assignment.

(5) The name under which any company is registered under this section as a
registered society shall not include the word "company".

(6) Subject to subsection (7), upon the conversion of a company into a
registered society under this section, the registration of the company under
the Companies Act (Northern Ireland) 1960 shall become void and the registrar
of companies shall thereupon strike the name of the company off the register.

(7) The registration of a company as a registered society shall not affect any
right or claim for the time being subsisting against the company or any
penalty for the time being incurred by the company; and

(a)for the purpose of enforcing any such right, penalty or claim the company
may be sued and proceeded against in the same manner as if it had not been
registered as a society;

(b)any such right or claim and the liability to any such penalty shall have
priority as against the property of the registered society over all other
rights or claims against or liabilities of the society.

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Northern Irish Legislation

INDUSTRIAL AND PROVIDENT SOCIETIES ACT (NORTHERN IRELAND) 1969 - SECT 62