153Application for registration of merger or transfer of engagements between societies of the same type

153 Application for registration of merger or transfer of engagements between societies of the same type

153 Application for registration of merger or transfer of engagements between societies of the same type

(1) If 2 or more societies of the same type propose to consolidate all or any of their assets, liabilities and undertakings by way of merger, or transfer of engagements, the societies may, after complying with this section, apply for the registration of the merger, or transfer of engagements. There is to be no merger or transfer of engagements involving a Starr-Bowkett society.

(2) The proposed merger, or transfer of engagements, must have been approved by a special resolution of each society involved unless the Registrar has determined that it may be approved by the society’s board.

(3) A society that is to approve the proposed merger, or transfer of engagements, by special resolution must send to each of its members a statement approved by the Registrar specifying—

(a) if the proposal is for a merger—any proposal for the composition of the board of the merged society, and

(b) if the proposal is for a total transfer of engagements—any proposal for the composition of the board of the transferee society, and

(c) the financial position of each of the societies as shown in financial statements that have been prepared as at a date that is not more than 6 months before the date of the statement, and

(d) any interest that any officer of any of the societies has in the proposed merger, or transfer of engagements, and

(e) any compensation or other consideration proposed to be paid, or any other incentive proposed to be given, to any officer or member of a society in relation to the proposed merger, or transfer of engagements, and

(f) whether the proposal is a merger, or transfer of engagements and the reason for the merger, or transfer of engagements, and

(g) in the case of a transfer of engagements—whether it is a total or partial transfer of engagements, and

(h) any other matter specified by the Registrar.

(4) The statement mentioned in subsection (3) must be sent to the members of the society at least—

(a) where the resolution is to be decided at a meeting—21 days before the date of the meeting, or