Cooperatives

A cooperative is a legal entity that is jointly owned and democratically controlled by its members.

You can form a cooperative with a group of five or more people.

You may want to do any of the following:

  • save money on goods or services
  • use distribution and marketing influence of the group
  • share investments, resources and information.

Structure

Cooperatives can't trade their shares on the open market and are structured to mutually benefit all members, rather than individuals.

Each cooperative member has equal status and voting rights, and can own no more than 20% of shares.

Like other business structures, a cooperative must keep records of its meetings, finances and members.

As co-operatives operate under uniform national legislation, you can read more about cooperatives on the Consumer Affairs Victoria website and the NSW Fair Trading website.

Distribute surplus funds

Cooperatives that make a profit can do either of the following:

  • distribute surplus funds to its members - called a distributing co-operative
  • use surplus funds to support its activities - eg: a community organisation - called a non-distributing co-operative.

Register a cooperative

To register a cooperative in the Northern Territory (NT), most of its activities need to be conducted in the NT.

How to register

Follow these steps.

Step 1. Hold a formation meeting to pass the rules of the cooperative, and a disclosure statement if you are forming a distributing cooperative.

Step 2. Fill in Form C1 - Application to approve co-operative rules and formation disclosure statement.

Step 3. Fill in a register a cooperative form.

Step 4. Submit your forms, along with copies of supporting documents, to Licensing NT by mail, email or in person.

Apply for a merger

Your cooperatives may merge with another or others.

The new cooperative will be made up of all the members, assets, liabilities and undertakings of the cooperatives that want to merge.

It will also have a new name and new rules.

How to apply

Follow these steps.

Step 1. Fill in a name and disclosure statement for mergers of co-operatives form.

Step 2. Submit your form and fee to Licensing NT.

Apply for a takeover

Your cooperative may take over all or part of another cooperative, or other cooperatives, giving it all of the following:

  • members, assets, liabilities and undertakings of all the co-operatives involved in the takeover
  • the existing name and rules of the co-operative taking over the other/s.

A take over is known as a 'transfer of engagements' under Co-operatives National Law.

How to apply

Follow these steps.

Step 1. Fill in a disclosure statement for transfer of engagements form.

Step 2. Submit your form and fee to Licensing NT.

Help from Licensing NT

Cooperatives are administered by Licensing NT under the Cooperatives National Law.

For help setting up or winding up your co-operative, contact Licensing NT.

Fees

Read below to find out about the fees you have to pay for the following cooperative activities.

Registration of proposed co-operative or existing corporation

DescriptionFee
Application for proposed co-operative (distributing – draft formation disclosure statement required / non-distributing – draft formation disclosure statement if required by Registrar) $356
Application for proposed co-operative (non-distributing – draft formation disclosure statement not required by Registrar) $102
Application for existing corporation (distributing – draft formation disclosure statement required / non-distributing – draft formation disclosure statement if required by Registrar) $356
Application for existing corporation (non-distributing – draft formation disclosure statement not required by Registrar) $102
Duplicate certificate of registration – lost or destroyed$31

Rules

DescriptionFee
Application for prior approval of certain rule amendments$71
Registration of rule amendment (other than pre‑approved rule under section 60)
fee per rule (maximum of $152 per lodgement) plus fee for late lodgement
$31
Registration of rule amendment - late lodgement fee, 1-28 days after due date *additional to application fee$102
Registration of rule amendment - late lodgement fee, more than 28 days after due date *additional to application fee$203
Certificate of registration of rule amendment$31

Shares

DescriptionFee
Application for exemption from disclosure requirements provisions for distributing co-operatives (Part 2.4, Division 2)$71
Application for registration of disclosure statement for compulsory share take up$254

Membership

DescriptionFee
Application to extend the period (of 28 days) for carrying on business with too few members$254
Application for Registrar’s decision of member's eligibility to vote$254
Application for exemption from former member entitlements provisions for distributing co‑operatives (Part 2.6, Division 5)$254

Management and operation of co-operatives

DescriptionFee
Application for approval of office at which register may be kept (other than registered office, principal place of business or where the work involved in maintaining the register is done)$71
Application for exemption by Registrar to register the word "Co-operative", "Cooperative", "Co-op" or "Coop" in a name to be registered under another Act$254
Application to approve omission of "Limited" or "Ltd" in name$152
Application to approve abbreviation or elaboration of name$31
Application to approve change of name$254
Application for exemption by Registrar from restriction on trading or carrying on business under a name containing "Co‑operative", "Cooperative", "Co-op" or "Coop"$254
Late lodgement of change of address – 1-28 days after due date$102
Late lodgement of change of address – more than 28 days after due date$203
Application for exemption from displaying a notice about name and registered office$71

Voting and meetings

DescriptionFee
Application for review of voting entitlement$254
Filing special resolution – fee per resolution (maximum of $152 per lodgement) plus fee for late lodgement$31
Filing registration of special resolution – late lodgement fee, 1-28 days after due date *additional to filing fee$102
Filing registration of special resolution – late lodgement fee, more than 28 days after due date *additional to filing fee$203
Application for certificate of registration of special resolution$31
Application for approval of disclosure statement for special postal ballot$254

Financial reports and audit

DescriptionFee
Lodgement of annual financial report plus fee for late lodgement$254
Lodgement of annual financial report - late lodgement fee, 1-28 days after due date *additional to lodgement fee$102
Lodgement of annual financial report - late lodgement fee, more than 28 days after due date *additional to lodgement fee$203
Lodgement of half yearly report - late lodgement fee, 1-28 days after due date$102
Lodgement of half yearly report - late lodgement fee, more than 28 days after due date$203
Lodgement of annual return plus fee for late lodgement$71
Lodgement of annual return - late lodgement fee, 1-28 days after due date *additional to lodgement fee$102
Lodgement of annual return - late lodgement fee, more than 28 days after due date *additional to lodgement fee$203
Application for exemption from "target provisions" – for a co-operative$254
Application for exemption from "target provisions" – for a class of co-operatives$254
Application for exemption from "target provisions" – for non-auditor members and former members of audit firms, and former employees of audit companies$254
Application for exemption from “target provisions” - for a class of audit firms or audit companies $254
Application for exemption from a provision of National Regulations$254

Funds and property

DescriptionFee
Lodgement of disclosure documents for an issue of securities other than an issue of securities under section 338 of the Law$2,237
Application for exemption or modification of disclosure provisions relating to fundraising under the Corporations Act$1,098
Application for approval of disclosure statement for issue of non-share securities to members or employees of co-operative$254
Application for approval of disclosure statement for compulsory loan from members to co-operative$254
Application for exemption from requirements for compulsory loans from members to co-operative$254
Application for approval of the statement and terms of the issue of Co-operative Capital Units$254
Application for exemption from requirements in relation to disposal or acquisition of significant assets$254

Restrictions on acquisition of interests in co-operatives

DescriptionFee
Application to permit a maximum level of share interest greater than 20% in particular co-operative$254
Application by a person for an exemption from the operation of restrictions on shares and voting interests$254
Application for approval of share offers that may result in structural change of co-operative$2,237
Application to extend time permitted for board to consider a share offer$71
Application for exemption from requirements of restrictions on certain share offers and special postal ballots$1,098

Mergers and transfers of engagements

DescriptionFee
Application for consent to merger or transfer of engagements by board approval$71
Application for approval of disclosure statement for purposes of a merger or transfer of engagements$254
Application for exemption of co‑operative from complying with disclosure statement requirements about a merger or transfer of engagements$254
Application for approval of merger or transfer of engagements$71
Application for exemption from requirements for transfer of incorporation$254

Compromises and arrangements

DescriptionFee
Application for Registrar's permission to shorten notice$31
Application for direction exempting disqualification from administering compromise or arrangement$254
Application for Registrar's statement of no objection to compromise or arrangement$254
Lodgement of Supreme Court order with Registrar relating to compromise or arrangement plus fee for late lodgement$31
Lodgement of Supreme Court order with Registrar relating to compromise or arrangement - late lodgement fee, 1-28 days after due date *additional to lodgement fee$102
Lodgement of Supreme Court order with Registrar relating to compromise or arrangement - late lodgement fee, more than 28 days after due date *additional to lodgement fee$203
Application for Registrar's approval of explanatory statement for compromise or arrangement$1,098

Winding up and deregistration

DescriptionFee
Application for exemption from requirements for voluntary winding up$254
Application to Registrar to exercise powers in relation to property of a deregistered co-operative$254

Mergers and transfers of engagements affecting participating co-operatives

DescriptionFee
Application to local Registrar to consent to merger or transfer of engagements occurring as a result of approval by special resolution or decision by the board – merger between local and participating co-operatives$71
Application for approval by appropriate Registrar of disclosure statement for merger or transfer of engagements – local and participating co-operatives$254
Application to appropriate Registrar for exemption from disclosure statement requirements applying to a merger or transfer of engagements – local and participating co-operatives$254
Application for approval of merger or transfer of engagements – local and participating co-operatives$254

Special meetings and inquiries

DescriptionFee
Application to Registrar for special meeting$254
Application to Registrar for inquiry$486

Evidentiary matters

DescriptionFee
Application to Registrar for a certificate stating that a thing had or had not been done within a specified period or by a specified date$71
Application to Registrar for a certificate stating that a requirement of the Law had or had not been complied with or had been complied with at a specified date or within a specified period$71
Application to Registrar for a certificate stating that on a specified date a body was not or had ceased to be registered as a co-operative$39

Administrative and other matters

DescriptionFee
Inspection of register of co‑operatives$19
Inspection of documents kept by Registrar relating to a co-operative and prescribed by the National Regulations$19
Extract from register of co‑operatives – first page *additional to inspection fee$19
Extract from register of co‑operatives – each additional page *additional to inspection and first page fee$1
Certified copy of document - first page$21
Certified copy of document - each additional page *additional to first page fee$2
Copy of document - first page$19
Copy of document - each additional page * additional to the first page$1
Application for extension or shortening of time$71

Service of documents

DescriptionFee
Application for permission to give notice to members by newspaper$71

Small co-operatives

DescriptionFee
Application by co-operative for declaration that it is a small co‑operative for a particular financial year$254

How to pay

You can pay cooperative fees to the Territory Business Centre by phone, mail, fax or in person. 

You can pay by cash, cheque or credit card.

Fees are exempt from GST.

Last updated: 13 October 2017