3. (1) The Government may appoint a person to be the Registrar of Co- operative Societies for the State of Sikkim and may appoint other persons to assist him

(2) The Government may, be general of special order, confer on any person appointed to assist the Registrar all or any of the powers of the powers of the Registrar under this Act.

(3) Every person appointed to assist the registrar shall exercise the powers conferred on him under sub-section

 (2) subject to the general guidance, sup-erintendances and control of the Registrar.

 (4) The Government may, by notification in the official Gazette and subject to such conditions as it may think fit to impose, confer all or any of the powers of the Registrar under this Act on the State Co-operative Bank or any federal society or officer of such bank or federal society and every such bank or federal society or officer on whom the powers of the Registrar are so conferred shall exercise such powers under the general guidance, superintendence and control of the Registrar.

 4.(1) Subject to the provisions hereafter contained, a society which as has its object the promotion of the economic interests of its members in accordance with co-operative principles, or a society established with the object of facilitating the operations of such a society and the State Co-operative Bank may be registered under this act.

5. (a) No society, other than a federal society, shall be registered under this Act unless it consists of at least ten persons not belonging to the same family who are qualified to be members under this Act who reside in the area of operation of the society

 For the purposes of this Act ‘family’ means the husband, wife, sons and unmarried daughters.

(b) The world “limited” shall be the last word in the name of every society with limited liability registered under this Act.

6. (1) For the purposes of registration, an application shall be made to the Register.

(2) The application shall be signed – (a) in the case of a society of which no member is a society. By at least ten persons qualified in accordance with the requirements of section 5; and (b) in the case of a society of which a member is a co-operative society. By a duly authorised person on behalf of such society and where all the members of the society are not societies, by ten other members or when there are less than ten other members qualified to do so under section 5 by all of them.

7. Where any question arises whether, for the of this Act, a person resides in the area of operation of society or not, or whether a society is of the same type as another society or of different type. The question shall be decided by the Registrar whose decision shall be final.

 8. (1) If the Registrar is satisfied- (a) that the application complies with the provisions of this Act and the rules (b) that the objects of the proposed society are in accordance with section 4; (c) that the proposed bye – laws are not contrary to the provisions of this Act and the rules; and (d) that the proposed society has reasonable chances of success, and that the registration there of may not have adverse effect on the development of co-operative movement, the Registrar may register the society and its bye – laws.

(2) When the Registrar refuses to register a society, he shall communicate within a period of six months from the date of receipt of application the other of refusal, together with the reasons therefore, to application the order of refusal, together with the reasons therefore, to the applicant as may be prescribed.

9. Where a society is registered, the Registrar shall issue a certificate of registration signed by him, which shall b conclusive evidence that the society therein mentioned is duly registered under this Act.

10. The registration of a society shall render it a body corporate by the name under which it is registered, having perpetual succession and a common seal, and with power to acquire, hold and dispose of property enter into contracts institute and defend suits and other legal proceedings and to do all things necessary for the purpose for which it is constituted.

11. (1) No amendment of any bye-laws of a society shall be valied unless it is registered under this Act.

(2) Every proposal for such amendment shall be forwarded to the Registrar and if the Registrar is satisfied that the amendment

(a) is not contrary to the provisions of this Act and the rules:

(b) does not conflict with Co-operative principles; and

(c) will promote the economic interests of the members of the society, he may register the amendment.

(3) The Registrar shall forward to the society a copy of the registered amendment together with a certificate signed by him and such certificate shall be conclusive evidence that the amendment has been duly registered

(4) Where the Registrar refuses to register an amendment of the bye-laws of a society, he shall communicate the order of refusal together with the reasons therefore, to the society in the manner prescribed.

12. Notwithstanding anything contained in section 11, if in the opinion of the Registrar, an amendment of the bye-laws of a society is necessary or desirable in the interest of such society or of the co-operative movement, he may, in such manner as may be prescribed, call upon the society to make any amendment within such time as he may specify. If the society fails to make such an amendment within the time so specified the Registrar may, after giving the society an opportunity of making its representation, register such amendment and forward to the society by registered post a copy of the amendment together with a certificate signed by him such a certificate shall be conclusive evidence that the amendment has been duly registered, and such an amendment shall have the same effect as an amendment of any by laws duly made by the society.

13. An amendment of the by-laws of a society shall, unless it is expressed to come into operation on a particular day, come into force on the day on which it is registered.

14. (1) A society may, by an amendment of its bye-laws, is such manner as may be prescribed, change is name; but such change shall not affect any right or obligation of the society or of any of its members, past members deceased members and any legal proceeding pending may be continued by or against the society under is new name.
(ii) Where a society changes its name, the Registrar shall enter the new name on the register of societies in place of the former name and shall amend the certificate of registration accordingly.

15. (1) No society with limited liability shall change itself into a society with unlimited liability.

(2) Subject to the provision of sub-section (1). A society may change the form and extent of its liability by an amendment of its by-laws in the manner prescribed.

(3) When a society has amended its-laws under sub-section (2). It shall give notice thereof in writing to all its members and creditors and not with- standing any bye-law or contract to the contrary any member or creditor shall, within a period of 30 days from the date of service of the notice upon him, have the option to withdraw his shares or deposits or recall the loans, as the case may be.

(4) Any member or creditor who dos not exercise his option within the period specified in sub-section (2) shall be deemed to have assented to the change.

5) An amendment of the bye-laws of a society changing the form or extend of its liability shall not be registered or take effect until either.

(a) the assent thereto of all members and creditors has been obtained or is deemed to have been obtained; or

(b) all claims of members and creditors who exercise the option referred to in sub-section (2) within the period specified therein have been met in full.

16. (1) A society may, with the previous approval of the Registrar and by a resolution passed by at least a two thirds majority of the members present and voting at a general meeting of the society.

 (a) transfer its assets and liabilities in whole or in part to any other society.

(b) divide itself into two or more societies.

(2) Any two or more societies may, with previous approval of the Registrar and by a resolution passed by at least a two thirds majority of the members present and voting at a general meeting of each society, amalgamate themselves and form a new society.

(3) The resolution of a society under sub- section (1) or sub-section (2) shall contain all particulars all particulars of the transfer, division of amalgamation, as the case may be.

(4) When a society has passed any such resolution, it shall give notice thereof in writing to all its members and creditors and, notwithstanding any bye- laws or contract to the contrary, any member or creditor shall, within a period of thirty days from the date of service of the notice upon him, exercise the option to withdraw his shares or deposits or recall the loans, as the case may be.

(5)Any member or creditor who does not exercise his option within the period specified in sub-section (4) shall be deemed to have assented to the proposals contained in the resolution.

(6) A resolution passed by a society under this section shall not take effect until.
(a) the assent thereto of all the members and creditors has been obtained or is deemed to have been obtained; or
(b) all claims of the members and creditors who have exercised the option referred to in sub-section (4) within the period specified therein have been met in full.

(7) Where a resolution passed by a society under this section involves the transfer of any assets and liabilities, the resolution shall, not withstanding anything contained in any law for the time being in force, be a sufficient conveyance to vest the assets and liabilities in the transferee without any further assurance.

(g) in the interest of the co-operative credit structure in the State as a whole. It is necessary two or more societies or to reorganise any society, he may by order published in the Official Gazette provide for amalgamation of two or more such societies into a single society with limited liability or to reorganize the socity.

(2) Such order may also provide for-

(a) reduction of the interests or the rights which the members, depositors, creditors, employees and other persons may have in or against any society so to be amalgamated or such extend as the Registrar may consider necessary in the interest of such persons or for the maintenance of the business of that society having due regard to the proportion of the assets of such society to its liabilities.

(b) such incidental, consequential and supplemental provisions as may in the opinion of the Registrar be necessary to give effect to the amalgamation of the societies

(3) No order shall be made under sub-section (I) unless-.

(a) a copy of the proposed order has been sent in draft to each of the societies concerned; and

(b) the Registrar has considered and made such modifications in the draft order as may seem to him desirable in the light of any suggestions or objections which may be received by him within such period (not being less than fifteen days from the date on which the copy of the proposed order was received by the societies) as the Registrar may fix in that behalf, either from the societies or any members, depositors, creditors, employees or other persons concerned.

(4) Notwithstanding anything contained in this Act or in any other law, or in any contract. Award or other instrument for the time being in force. On the issue of an order under sub-section (1) the provisions thereof shall be binding on all societies and their members, past members, depositors, creditors, employees and all other persons having dealings with the concerned societies.

(5) On and from the date which the amalgamation takes effect, the assets and liabilities of the societies referred to therein shall stand amalgamated or merged with the assets and liabilities of the societies formed out of such amalgamation and the members. Creditors and debtors of such societies, shall be deemed to be members, creditors and debtors as the case may be, of the new society or societies as ordered by the Registrar

(6) Notwithstanding anything contained in any law for the time being in force relating to transfer of properties or registration of documents, an order issued under this section shall be sufficient conveyance to transfer the assets, liabilities of the society or societies covered by any order passed under sub-section (1) of this section.

(7) Any order made by the Registrar under this section shall be final and conclusive, and shall not be called in question in any Court.

18. Where the whole of the assets and liabilities of a society are transferred to another society in accordance with the provisions of section 16 or where a society is directed to be amalgamated under section, as the case may be, shall be limited.

(2) Where two or more societies are amalgamated into a new society in accordance with the provisions of section 16 or section 17, the registration of each of the amalgamating societies shall stand cancelled on the registration of the new society, and each society shall b deemed to have been dissolved and shall cease as a corporate body.

(4) The amalgamation division or reorganization of societies shall not in any manner whatsoever affect any right or obligation of the amalgamated. Divided or reorganised society or societies or render defective any legal proceedings by or against such society or societies and any legal proceeding that might have been commenced or continued by or against such society or societies, as the case may be, before the amalgamation, division or reorganization. may be continued by or against the resulting or the reorganized society or societies.

(5) Where a society has net commenced business within six months of its registration or such further time as may be granted by the Registrar after its registration or has ceased to function or if the Registrar is satisfied, after making such inquiry as he thinks fit, that the society no longer has genuinely as its objects one or more of the objects specified in section 4 and that its registration ought in the interests of the general public to be cancelled, he shall make an order canceling the registration of the society. The society shall from the date of such order of cancellation be deemed to be dissolved and shall cease to exist as a corporate body.