Friendly Societies Act 1974

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76 Decision of disputes generally.

(1) Subject to subsections (3A) to (3C) below every dispute between— (a) a member or person claiming through a member or under the rules of a registered society or branch, and the society or branch or an officer thereof, or (b) any person aggrieved who has ceased to be a member of a registered society or branch, or any person claiming through such an aggrieved person, and the society or branch or an officer thereof, or (c) any registered branch of a society . . . and the society . . . of which it is a registered branch, or (d) an officer of any such registered branch and the society . . . of which it is a registered branch, or (e) any two or more registered branches of any society . . ., or any officers thereof, shall be decided in the manner directed by the rules of the society or branch, and the decision so given shall be binding and conclusive on all parties without appeal and may not be removed into any court of law or restrained by injunction. For the purposes of section 12 of the Tribunals and Inquiries Act 1992 (supervisory powers of superior courts) this subsection shall be deemed to have been contained in an Act passed before 1st August 1958. (2) An application for the enforcement of such a decision as is referred to in subsection (1) above may be made to the county court. (3A) This section does not apply to a dispute if— (a) the registered society concerned is a registered friendly society; or (b) the registered branch concerned is a branch of a registered friendly society. (3B) The county court or, in Scotland, the sheriff may hear and determine a dispute falling within subsection (1) above if the parties agree that it shall be so determined instead of being determined under the rules. (3C) If the rules contain directions by virtue of which a dispute would fall to be determined by the FCA or the PRA, the dispute shall instead be referred to the county court or, in Scotland, to the sheriff for determination. (4) In this section, the expression “dispute”— (a) includes any dispute arising on the question whether a member or person aggrieved is entitled to be, or to continue to be, a member or to be reinstated as a member, but (b) in the case of a person who has ceased to be a member does not (except as provided in paragraph (a) above) include any dispute other than one on a question between him and the society or branch, or an officer thereof, which arose whilst he was a member, or arises out of his previous relation as a member to that society or branch ; and (c) does not include a dispute between the parties mentioned in subsection (1)(a) or (b) above which has arisen as a result of and incidentally to a dispute between a member, or a person aggrieved who has ceased to be a member, of a registered society or branch and a person claiming through him or under the rules of the registered society or branch. (5) In the application of this section to Scotland, in subsection (1) the words “and may not” to the end of the subsection shall be omitted, in subsection (2) for the words “county court” there shall be substituted the word “ sheriff ”. . ..

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78 Statement of case and discovery, etc., of documents.

(1) Any arbitrator, arbiter or umpire to whom a dispute falling within section 76 above is referred under the rules of a registered society or branch may at the request of either party state a case on any question of law arising in the dispute for the opinion of the High Court or, as the case may be, the Court of Session. (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

79 Reference of disputes to court otherwise than under rules.

(1) Where no decision is made on a dispute within forty days after application to the registered society or branch in question for a reference under its rules then, subject to subsection (2) below, any person, society or branch such as is mentioned in paragraphs (a) to (e) of section 76(1) above who is a party to the dispute may apply to the county court . . . or, in Scotland, to the sheriff, and the court to which application is so made may hear and determine the matter in dispute. (2) In the case of a society with branches, the period of forty days referred to in subsection (1) above shall not begin to run until application has been made in succession to all the bodies entitled to determine the dispute under the rules of the society or branch, but the rules of the society or branch shall not require a greater delay than three months between each successive determination of a dispute by the bodies entitled under the rules to determine the dispute. (3) The provisions of this section also apply where the rules of a registered society, or the rules of a registered branch, contain no direction as to disputes. (4) In this section “dispute” means a dispute falling within section 76 above.

80 Disputes arising out of loans of surplus funds to societies of different description.

(1) Subject to subsection (1A) below, where a registered society or branch (in this section referred to as “the lender”) has made or agreed to make advances under section 50 above to another society or branch (in this section referred to as “the borrower”) and the lender is by reason thereof empowered by the rules of the borrower to take part in the government or control of the borrower, then, subject to subsection (2) below, sections 76 to 79 above shall apply in relation to the determination of any dispute between the lender and the borrower, being a dispute relating to any such advance or agreement or to the rights of the lender or an officer thereof under the rules of the borrower, as if the borrower were a branch of the lender. (1A) Subsection (1) above does not apply in any case where the lender is a registered friendly society or a branch of such a society. (2) Where sections 76 to 79 above apply by virtue of subsection (1) above,— (a) references in those sections to the rules of the society or branch are references to the rules of the borrower; and (b) section 76(1) above shall not prevent the bringing of legal proceedings for the determination of any such dispute as is referred to in subsection (1) above unless, before the commencement of the proceedings, application has been made for a reference under the rules of the borrower, and any such proceedings may be brought in England and Wales in the county court or, in Northern Ireland, in a county court or, in Scotland, before the sheriff, whether or not the court would apart from this provision have jurisdiction to entertain them; and (c) any application under section 79(1) above (other than an application made in Scotland) must be made to the county court and not to a magistrates’ court.

81 Power to change name.

(1) A registered society may change its name by an amendment of its rules and in no other manner, but no amendment of the rules of a registered society which purports to change the name of the society shall be registered under section 18 of this Act unless that change has the approval in writing of the FCA. (2) No such change of name shall affect any right or obligation of the society or of any member thereof, and any pending legal proceedings may be continued by or against the trustees of the society, or any other officer who may sue or be sued on behalf of the society, notwithstanding its new name.

82 Amalgamation and transfer of engagements.

(1) Any two or more registered societies may, by special resolution of each of them, become amalgamated together as one society with or without any dissolution or division of the funds of those societies or any of them. (2) A registered society may, by special resolution, transfer to any extent its engagements to any other registered society which, by special resolution or in such other manner as may be authorised by its rules, undertakes to fulfil those engagements. (3) A registered society may by special resolution determine to transfer to any extent its engagements to a company registered under the Companies Act 2006 or to an industrial and provident society. (3A) A registered society, in order to transfer some but not all of its engagements, must in addition to passing the special resolution required by subsection (2) or (3) above resolve to do so by an affected members’ resolution, that is, a resolution passed by the appropriate majority of the members whose engagements with the society are included in the transfer and who, under the rules of the society, would be entitled to vote on a special resolution. (3B) In subsection (3A) above, “ appropriate majority ” means a majority consisting of not less than three quarters of those members who vote. (4) Before a registered friendly society becomes amalgamated with, or transfers its engagements to, another friendly society in pursuance of subsection (1) or subsection (2) above, or transfers its engagements to a company in accordance with subsection (3) above, information relating to the terms of the proposed amalgamation or transfer shall be given to the members of the society— (a) by sending to each member of the society, not less than fourteen days before the date of the general meeting at which the resolution for the amalgamation or transfer is to be proposed, a notice in terms approved for the purpose by the Chief Registrar; or (b) if the Chief Registrar so allows in the case of all or any of the members of the society, by placing an advertisement, in terms approved for the purpose by him, in such newspaper or newspapers, and at such time or times, as he may specify. (5) If a registered society transfers all its engagements to a company under the Companies Acts, the registration of that society under this Act shall thereupon become void and shall be cancelled by the FCA. (6) A registered society consisting wholly of members under twenty one and a registered society or branch or branches of a society having members above twenty-one may, by resolutions registered in the manner required for the registration of an amendment of rules, become amalgamated together as one society or branch, or provide for distributing among several branches the members of a society consisting wholly of members under twenty-one; and the preceding provisions of this section shall not apply to such an amalgamation. (7) An amalgamation or transfer of engagements in pursuance of any of the provisions of this section shall not prejudice any rights of a creditor of any registered society which is a party thereto. (8) This section does not apply to an amalgamation of or transfer of engagements by a registered friendly society. (9) In this section “ industrial and provident society ” means a society that is a registered society within the meaning of the Co-operative and Community Benefit Societies Act 2014, or is a society registered or deemed to be registered under the Industrial and Provident Societies Act (Northern Ireland) 1969.

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84 Conversion of registered societies into companies.

(1) A registered society may by special resolution determine to convert itself into a company under the Companies Act 2006. (2) If a special resolution for converting a registered society into a company contains the particulars required by subsection (1) of section 8 of the Companies Act 2006 to be contained in the memorandum of association of a company and a copy thereof has been registered by the FCA, a copy of that resolution under the seal and stamp of the FCA shall have the same effect as a memorandum of association duly authenticated as required by subsection (2) of that section. (3) Subject to subsection (4) below, if a registered society is registered as a company under the Companies Act 2006, the registration of that society under this Act shall thereupon become void and shall be cancelled by the FCA. (4) Registration of a registered society as a company shall not affect any right or claim subsisting against the society or any penalty incurred by the society; and— (a) for the purpose of enforcing any such right, claim or penalty, the society may be sued and proceeded against in the same manner as if it had not become registered as a company; and (b) every such right or claim, or the liability to any such penalty, shall have priority as against the property of the company over all other rights or claims against or liabilities of the company.

84A Conversion of registered societies into industrial and provident societies.

(1) A registered society other than a registered friendly society may apply for registration under the Co-operative and Community Benefit Societies Act 2014 if the proposal to apply for registration has been submitted to the members of the society for their consent by the procedure required for a proposal to amend the rules of the society and consent has been obtained in accordance with that procedure. (2) On the registration under the Co-operative and Community Benefit Societies Act 2014 of a registered society all property held immediately before that registration by any person in trust for the society or any branch of the society (whether or not a registered branch) shall become by virtue of this subsection property of the industrial and provident society. (3) After its registration under that Act, the society shall continue to be entitled to all rights and subject to all liabilities to which it was entitled or subject immediately before registration. (4) It is hereby declared for the avoidance of doubt that— (a) the reference in subsection (2)(a) above to property includes a reference to property situated outside the United Kingdom; and (b) the reference to rights and liabilities of such a society or branch includes a reference and liabilities under the law of any country or territory outside the United Kingdom. (5) Not later than the end of the period of 90 days beginning with the day on which a registered society is registered under the Co-operative and Community Benefit Societies Act 2014— (a) the trustees of the society shall deliver to the registered office of the industrial and provident society any property of the registered society or any branch of the registered society held by them and any documents relating to the property, rights and liabilities of the registered society or to its financial affairs; (b) the trustees of any branch of the registered society shall deliver to that office any property of the branch or any other branch of the society held by them and any documents relating to the property, rights and liabilities of the branch or to its financial affairs; and (c) if he holds property on trust for the society or any branch of the society, the Public Trustee shall deliver to that office the property so held by him and any documents relating to it; but nothing in this Act shall have effect to relieve the trustees of a registered society or branch or the Public Trustee from any liability arising from acts or omissions before that registration. (6) If a registered society is registered under the Co-operative and Community Benefit Societies Act 2014, the registration of that society under this Act shall thereupon become void and shall be cancelled by the FCA . (7) Schedule 6A to this Act shall have effect to supplement this section. (8) In the application of this section to Northern Ireland, references in this section and Schedule 6A to the Co-operative and Community Benefit Societies Act 2014 shall be construed as references to the Industrial and Provident Societies Act (Northern Ireland) 1969.

85 Conversion of society into branch.

(1) By a resolution passed by a majority of the members or delegates present and entitled to vote at any general meeting, of which notice specifying the intention to propose any such resolution has been duly given according to the rules, a registered society may determine to become a branch of any other registered society and also, if thought fit, of any registered branch thereof. (2) If the rules of the society do not comply with all the provisions of this Act and of the Treasury regulations in respect of the registration of branches, the meeting at which any such resolution is passed as is referred to in subsection (1) above may amend the rules so as to bring the rules into compliance with this Act and with the Treasury regulations. (3) Where such a resolution as is referred to in subsection (1) above has been passed at a general meeting of a registered society, there shall be sent to the FCA— (a) a copy of the rules of the society marked to show the amendments, if any, made at the meeting, and (b) two copies of the resolution and of any such amendment of rules, each signed by the chairman of the meeting and by the secretary of the society and countersigned by the secretary of the society of which it is to become a branch. (4) If the FCA finds that the rules of a society, with or without any such amendment as is referred to in subsections (2) and (3) above, comply with the provisions of this Act and of the Treasury regulations, it shall— (a) without further request or notice, cancel the registration of the society and register it as a branch of the other society referred to in the resolution in question and also, if it is so specified in that resolution, of any branch of that other society; and (b) without further application or evidence, register any such amendment of rules; and until such registration the resolution shall not take effect. (4A) Before making a finding under subsection (4) in relation to a society which is a PRA-authorised person, the FCA must consult the PRA. (5) Notwithstanding anything in section 91(6) below, publication of a notice of any cancellation of registration under this section shall not be required. (6) The rules of a society which becomes a branch under this section shall, so far as they are not contrary to any express provision of this Act or of the Treasury regulations, and subject to any such amendment thereof as is referred to in the preceding provisions of this section, continue in force as the rules of the branch until amended.

86 Meaning and registration of special resolutions.

(1) Subject to subsection (2A) below For the purposes of this Act a special resolution, in relation to a registered society or branch, is a resolution passed— (a) at a general meeting of which notice, specifying the intention to propose that resolution, has been duly given in accordance with the society’s rules, and (b) by not less than three-quarters of those members of the society for the time being entitled under the society’s rules to vote who vote either in person or by proxy at the meeting or, in the case of a meeting of delegates appointed by members, by not less than three-quarters of the delegates who vote at the meeting. (2) Notwithstanding anything to the contrary in the rules of a registered society, at any such general meeting as is referred to in subsection (1)(a) above, other than a meeting of delegates, proxy voting shall be permitted on any resolution which, if passed as mentioned in subsection (1)(b) above, would be a special resolution, and the procedure adopted by a registered society for proxy voting on any such resolution shall comply with any requirements imposed by the Treasury by regulations made under this section. (2A) For the purposes of this Act “ special resolution ”, in relation to a registered friendly society, shall be construed in accordance with paragraph 7 of Schedule 12 to the 1992 Act. (3) A copy of every special resolution for any of the purposes mentioned in this Act, signed by the chairman of the meeting and countersigned by the secretary, shall be sent to the FCA and, subject to subsection (4) below, shall be registered by it; and until that copy is so registered the special resolution shall not take effect. (4) Where, in accordance with subsection (3) above, there is sent to the FCA a copy of a special resolution passed at a meeting of a registered friendly society for the purpose referred to in subsection (1), subsection (2) or subsection (3) of section 82 above, the resolution shall not be registered (and accordingly shall not take effect) before the expiry of the period of six weeks beginning with the date on which it is received by the FCA.

87 Power of FCA and of PRA to apply for winding-up of registered friendly societies and branches.

(1) If, on receiving the report on the state and conduct of the activities of a registered friendly society from a person appointed under section 65 of the 1992 Act, it appears to the FCA or the PRA that it is in the interests of the members of the society or of the public that the society should be wound up, then, unless the society is already being wound up by the court, the FCA, after consulting the PRA, or the PRA, after consulting the FCA, may present a petition to the High Court or, in Scotland, to the Court of Session for the society to be wound up by the court in accordance with the Insolvency Act 1986 or, as the case may be, the Insolvency (Northern Ireland) Order 1989 if the court thinks it just and equitable that this should be done. (2) Subsection (1) above applies in relation to a registered branch of a registered friendly society as it applies in relation to such a society. (3) Subsection (1) does not require the FCA to consult the PRA if the society in question is not a PRA -authorised person. (4) The PRA may only present a petition under subsection (1) in respect of a society which is a PRA -authorised person.

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90 Appointment of inspectors and calling of special meetings.

(1) Subject to subsection (2) below, upon the application of one-fifth of the whole number of members of a registered society or, in the case of a society of not less than 1,000 members, of the appropriate number of those members, the FCA or the PRA, may— (a) appoint an inspector or inspectors to examine into and report on the affairs of the society; or (b) call a special meeting of the society. (2) For the purposes of subsection (1) above the appropriate number— (a) is 100 in the case of a society of not less than 1,000 and not more than 10,000 members, and (b) is 500 in the case of a society of more than 10,000 members; but this section shall not apply to any society with branches (regardless of the number of members) except with the consent of the central body of that society. (3) An application under this section shall be supported by such evidence for the purpose of showing that the applicants have good reason for requiring the inspection or meeting and are not actuated by malicious motives, and such notice of the application shall be given to the society, as the FCA or the PRA may direct. (4) The FCA or the PRA may, if it thinks fit, require the applicants to give security for the costs of the proposed inspection or meeting before appointing any inspector or calling the meeting. (5) All expenses of and incidental or preliminary to any such inspection or meeting shall be defrayed by the members applying for it, or out of the funds of the society, or by members or officers, or former members or officers, of the society in such proportions as the FCA or the PRA may direct. (6) An inspector appointed under this section may require the production of all or any of the books and documents of the society, and may examine on oath its officers, members, agents and servants in relation to its business, and may for that purpose administer oaths. (7) The FCA or the PRA may direct at what time and place a special meeting under this section is to be held, and what matters are to be discussed and determined at the meeting; and the meeting shall have all the powers of a meeting called according to the rules of the society, and shall have power to appoint its own chairman notwithstanding any rule of the society to the contrary.

91 Cancellation and suspension of registration.

(1) Subject to the following provisions of this section, the FCA , having consulted the PRA if the society is a PRA -authorised person, may by notice in writing cancel the registration of a society— (a) at the request of the society, if the FCA thinks fit; or (b) if the FCA is satisfied that— (i) an acknowledgement of registration has been obtained by fraud or mistake; (ii) the society exists for an unlawful purpose; (iii) the society has wilfully and after notice from the FCA violated any provision of this Act; (iv) the society has ceased to exist; or (v) in the case of a society to which section 37(2) or (3) of the 1992 Act applies, the principal place of business of the society is outside the British Islands. (1A) The request mentioned in subsection (1)(a) must be evidenced in such way as the FCA may direct. (2) Subject to the following provisions of this section, in any case falling within any of sub-paragraphs (i) to (iv) of subsection (1)(b) above in which the FCA might cancel the registration of a society, it may by notice in writing,— (a) suspend the registration of the society for a term not exceeding three months; and (b) from time to time renew any such suspension for the like period. (3) Subject to subsection (4) below, not less than two months’ previous notice in writing specifying briefly the ground of the proposed cancellation or suspension shall be given to a society by the FCA before the society’s registration is cancelled or suspended. (4) Subsection (3) above shall not apply where the registration of a society is cancelled at its own request or under section 82(5), section 84(3) or section 85(4) above or under any provision of the 1992 Act; and if before the expiry of the period of notice under subsection (3) above a society duly lodges an appeal under section 92 below, the society’s registration shall not be cancelled before the date of determination or abandonment of the appeal. (5) Where before the expiry of the period of notice under subsection (3) above of the proposed cancellation of a society’s registration the society duly lodges an appeal against the proposed cancellation under section 92 below, the FCA may by notice in writing suspend the society’s registration from the expiry of that period until the date of the determination or abandonment of the appeal. (6) Where the registration of a society has been cancelled or suspended, notice shall forthwith be published in the Gazette and in some newspaper in general circulation in the neighbourhood of the society’s registered office. (7) Where the registration of a society has been cancelled under subsection (1) above or suspended under subsection (2) or subsection (5) above, then, as the case may require,— (a) from the time of the cancellation, or (b) from the time of the suspension until the period of that suspension and any renewal of it under subsection (2)(b) above ends (whether on the expiry of that period or on a successful appeal under section 92 below against such a renewal), the society shall not be entitled to any of the privileges of this Act as a registered society, but without prejudice to any liability actually incurred by the society (which liability may be enforced against it as if the cancellation or suspension had not taken place).

92 Appeals against cancellation and suspension of registration.

(1) A society may appeal, in accordance with subsection (2) below, against— (a) the cancellation of its registration (other than as mentioned in section 91(4) above) if the appeal is lodged before the expiry of the period of notice of the proposed cancellation given under subsection (3) of section 91 above; or (b) the renewal under subsection (2)(b) of that section of a suspension of a society’s registration, so far as that renewal provides for the suspension to continue more than six months from the original date of suspension. (2) An appeal under this section shall lie to the High Court or, in the case of a society whose registered office is situated in Scotland, to the Court of Session.

93 Dissolution of societies and branches.

(1) Subject to the following provisions of this section, a registered society or branch may terminate or be dissolved in any of the following ways, namely— (a) upon the happening of any event declared by the rules to be the termination of the society or branch; or (b) by an instrument of dissolution approved by a special resolution of the society or branch; and, in the case of a branch of a friendly society, with the consent of the central body of the society or in accordance with the society’s general rules; or (c) by the award of the FCA or the PRA under section 95(3) or . . . 95A(1) below. (2) A society which has branches shall not be dissolved except with the consent of the central body of the society. (3) If any member of a registered friendly society or branch in respect of which an instrument of dissolution has been registered in accordance with section 94 below, or if any person claiming any relief, annuity or other benefit from the funds of such a society or branch is dissatisfied with the provision made for satisfying his claim, he may within the period of three months referred to in subsection (7) of that section make an application to the county court in England and Wales if the chief or any other place of business of that society or branch is situated in England and Wales or may make an application— (a) ... (b) in Scotland, to the sheriff of the sheriffdom, or (c) in Northern Ireland, to the county court for the division, within which the chief or any other place of business of that society or branch is situated, and on any application under this subsection the county court or sheriffmake an application to the county court, and on any such application the county court shall have the same powers in the matter as in regard to the settlement of disputes under this Act. (4) If, in the event of a dissolution of a registered friendly society or branch, any approved annuity, as defined in section 620(9) of the Income and Corporation Taxes Act 1988, ceases to be paid or any contract for the payment of such an annuity fails in whole or in part, no payment shall be made in respect thereof out of the funds of the society or branch to the annuitant or other person entitled to the benefit of the contract, but any sum which, but for this provision, would have been paid to him shall be applied in purchasing for the benefit of the annuitant an annuity (for the like term and subject to the like conditions against surrender, commutation or assignment) from a person lawfully carrying on in the United Kingdom a business of granting annuities on human life.

94 Instrument of dissolution.

(1) The provisions of this section apply where a registered society or branch is dissolved as mentioned in paragraph (b) of section 93(1) above. (2) The instrument of dissolution shall specify— (a) the liabilities and assets of the society or branch in detail; (b) the number of members and the nature of their interests in the society or branch; (c) the claims of creditors, if any, and the provision to be made for their payment; and (d) unless stated in the instrument of dissolution to be left to the award of the FCA or the PRA, the intended appropriation or division of the funds and property of the society or branch. (3) Alterations in the instrument of dissolution may be made with the like consents as are required by section 93(1)(b) above for the dissolution of the society or branch, testified in the same manner. (4) The instrument of dissolution shall be sent to the FCA accompanied by a statutory declaration made by one of the trustees or by three members and the secretary of the society or branch that the provisions of this Act have been complied with. (4A) If the society or branch is a PRA-authorised person, a copy of the instrument and declaration sent to the FCA under paragraph (4) shall be sent to the PRA. (5) The instrument of dissolution shall not, in the case of a registered friendly society or branch, direct or contain any provision for a division or appropriation of the funds of the society or branch, or any part thereof, except for the purpose of carrying into effect the objects of the society or branch as declared in the rules thereof, unless the claim of every member or person claiming any relief, annuity or other benefit from the funds of the society or branch is first duly satisfied or adequate provisions are made for satisfying those claims. (6) The instrument of dissolution and any alterations thereto shall be registered in like manner as an amendment of the rules of the society or branch and shall be binding upon all the members of the society or branch. (7) The FCA shall cause a notice of the dissolution to be advertised . . . in the Gazette and in some newspaper in general circulation in the neighbourhood of the registered office of the society or branch; and unless— (a) within three months from the date of the Gazette in which that advertisement appears a member or other person interested in or having any claim on the funds of the society or branch commences proceedings to set aside the dissolution of the society or branch, and (b) that dissolution is set aside accordingly, the society or branch shall be legally dissolved from the date of the advertisement, and the requisite consents to the instrument of dissolution shall be deemed to have been duly obtained without proof of the signatures thereto.

95 Dissolution by award.

(1) On receipt of an application under this section relating to a registered society or branch and after giving not less than one month’s notice in writing to the society or branch, the appropriate authority may appoint one or more competent persons to conduct an investigation on its behalf into the affairs of the society or branch. (2) An application under this section shall be made in writing under the hands of the like proportion or number of members and, in the case of a society with branches with the like consent, as are required for the making of an application under section 90 above and shall— (a) state that the funds of the society or branch are insufficient to meet the existing claims thereon, or that the rates of contribution fixed in the rules of the society or branch are insufficient to cover the benefits assured; and (b) set forth the grounds on which the insufficiency is alleged; and (c) request an investigation into the affairs of the society or branch with a view to the dissolution thereof. (3) Subject to subsection (4) below, if upon an investigation under this section it appears that the funds of the society or branch are insufficient to meet the existing claims thereon, or that the rates of contribution fixed in the rules of the society or branch are insufficient to cover the benefits assured to be given by the society or branch, the appropriate authority may, if it considers it expedient to do so, award that the society or branch be dissolved and its affairs wound up, and where such an award is made the appropriate authority shall direct in what manner the assets of the society or branch shall be divided or appropriated. (3A) The PRA must consult the FCA before making an award and direction under subsection (3). (4) Where the appropriate authority makes an award under subsection (3) above it may suspend the operation thereof for such period as it may deem necessary to enable the society or branch to make such alterations and adjustments of contributions and benefits as will in its judgment prevent the necessity of the award of dissolution coming into operation; and where within that period the society makes such alterations and adjustments the appropriate authority may cancel the award. (5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (6) Within twenty-one days after the making of an award of dissolution of a society or branch, the appropriate authority shall cause notice of the award of dissolution to be advertised in the Gazette and in some newspaper in general circulation in the neighbourhood of the registered office of the society or branch; and unless— (a) within three months from the date on which that advertisement appears, a member or other person interested in or having any claim on the funds of the society or branch commences proceedings to set aside the dissolution of the society or branch consequent upon the award, and (b) the dissolution is set aside accordingly, the society or branch shall be legally dissolved from the date of the advertisement, and the requisite consents to the application under this section shall be deemed to have been duly obtained without proof of the signatures thereto. (7) The expenses of every investigation and award under this section and of advertising every notice of dissolution shall be paid out of the funds of the society or branch before any other appropriation thereof is made.

95A Dissolution of registered friendly societies and branches by award.

(1) Subject to subsection (2) below, if upon an investigation under section 65 of the 1992 Act it appears to the appropriate authority— (a) that the funds of a registered friendly society or of a registered branch of such a society are insufficient to meet the existing claims on them, or (b) that the rates of contribution fixed in the rules of the society or branch are insufficient to cover the benefits assured to be given by the society or branch, the appropriate authority may, if it considers it expedient to do so, award that the society or branch be dissolved and its affairs wound up; and where such an award is made the appropriate authority shall direct in what manner the assets of the society or branch shall be divided or appropriated. (1A) The PRA must consult the FCA before making an award or a direction under subsection (1). (2) Where the appropriate authority makes an award under this section, it may suspend the operation thereof for such period as it may deem necessary to enable the society or branch to make such alterations and adjustments of contributions and benefits as will in its judgment prevent the necessity of the award of dissolution coming into operation; and where within that period the alterations and adjustments are made, the appropriate authority may cancel the award. (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (4) Within twenty-one days after the making of an award under this section, the appropriate authority shall cause notice of the award to be advertised in the Gazette and in some newspaper in general circulation in the neighbourhood of the registered office of the society or branch; and unless— (a) within three months from the date on which that advertisement appears, a member or other person interested or having any claim on the funds of the society or branch commences proceedings to set aside the dissolution of the society or branch consequent upon the award, and (b) the dissolution is set aside accordingly, the society or branch shall be legally dissolved from the date of the advertisement. (5) The expenses of every award, and of advertising every notice, under this section shall be paid out of the funds of the society or branch before any other appropriation thereof is made.

96 Finality of awards for dissolution or distribution of funds.

Every award under section 95(3) or 95A(1) above shall, without appeal, be final and conclusive on— (a) the society or branch in respect of which the award is made; and (b) all members of that society or branch; and (c) all other persons having any claim on the funds of that society or branch; and every such award shall be enforced in the same manner as a decision on a dispute under this Act.

97 Notice of proceedings or order to set aside dissolution.

(1) Where any person takes proceedings to set aside the dissolution of a society or branch, he shall give notice of the proceedings to the FCA and, if the society or branch is a PRA-authorised person, the PRA not later than the expiry of whichever of the following periods first expires, namely,— (a) the period of seven days after the commencement of the proceedings; and (b) the period of three months referred to in section 94(7)(a) above or, as the case may require, section 95(6)(a) or 95A(4)(a) above. (2) Where an order is made setting aside the dissolution of a society or branch, the society or branch shall give notice of the order to the FCA and, if the society or branch is a PRA-authorised person, the PRA within seven days after the order is made.

98 Offences.

(1) It shall be an offence under this Act if— (a) a registered society or branch or an officer or member thereof fails to give any notice, send any return or document, or do or allow to be done anything which the society, branch, officer or member is by this Act required to give, send, do or allow to be done; or (b) a registered society or branch or an officer or member thereof wilfully neglects or refuses to do any act or to furnish any information required for the purposes of this Act by the FCA or the PRA or by any other person authorised under this Act, or does anything forbidden by this Act; or (c) a registered society or branch or an officer or member thereof makes a return or wilfully furnishes information in any respect false or insufficient, being a return or information required for the purposes of this Act; or (d) an officer or member of a body which, having been a branch of a society, has wholly seceded or been expelled from that society, thereafter uses the name of that society or any name implying that the body is a branch of that society or the number by which that body was designated as such a branch; or (e) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (f) a society or branch, whether registered or unregistered, pays money on the death of a child under ten years of age otherwise than as is provided by this Act; or (g) a parent or personal representative of the parent claiming money on the death of a child produces to the society or branch from which the money is claimed a false death certificate or one fraudulently obtained, or in any way attempts to defeat the provisions of this Act with respect to payments upon the death of children. (2) Nothing in subsection (1) above shall apply to any act, omission or contravention which constitutes an offence by virtue of any provision of this Act other than that subsection . . .. (3) A society or branch and any officer or member of a society or branch or other person guilty of an offence under this Act, other than an offence for which some other penalty is expressly provided by this Act, shall be liable on summary conviction to a fine not exceeding level 3 on the standard scale. (4) If an officer of a friendly society or any other person aids or abets . . . in the dissolution of a friendly society otherwise than as provided in this Act, he shall be liable on summary conviction to a fine not exceeding level 4 on the standard scale. (5) Where a registered society or branch is guilty of an offence under this Act, every officer of the society or branch who is bound by the rules thereof to fulfil any duty whereof the offence is a breach, or if there is no such officer then every member of the committee other than a member who is proved to have been ignorant of or to have attempted to prevent the commission of the offence, shall be liable to the same penalty as if he had committed the offence. (6) Every default under this Act which constitutes an offence shall, if it continues, constitute a new offence in every week during which the default continues. (7) Subject to subsection (8) below, notwithstanding any limitation on the time for the taking of proceedings contained in any enactment, summary proceedings for offences under this Act which are instituted by the FCA or the PRA or by the Lord Advocate may be commenced at any time within one year of the first discovery thereof by the FCA or the PRA (or the Lord Advocate, as the case may be), but not in any case after more than three years from the commission of the offence. (8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

99 Punishment of fraud, etc. and recovery of property misapplied.

(1) If any person, with intent to mislead or defraud,— (a) gives to any other person a copy of any rules, laws, regulations or other documents, other than the rules of a registered society or branch, on the pretence that they are the existing rules of that society or branch or that there are no other rules of the society or branch, or (b) gives to any person a copy of any rules on the pretence that they are the rules of a registered society or branch when the society or branch is not registered, he shall be liable on summary conviction to a fine not exceeding £400 or on conviction on indictment to a fine or to imprisonment for a term not exceeding two years or to both a fine and such a term of imprisonment. (2) If any person obtains possession by false representation or imposition of any property of a registered society or branch, or fraudulently withholds any such property in his possession or fraudulently applies any such property for purposes which are not authorised by the rules of the society or branch or which are not in accordance with this Act, he shall be liable on summary conviction to a fine not exceeding level 5 on the standard scaleand to be ordered to deliver up that property or to repay all moneys improperly applied; and any person who fails to comply with such an order made by a court in Scotland shall be liable on summary conviction to imprisonment for a term not exceeding two months. (3) If— (a) in proceedings under subsection (2) above which do not result in a conviction, or (b) in civil proceedings instituted for the purpose, a magistrates’ court or, in Scotland, the sheriff is satisfied that any person having possession of any property of a registered society or branch has failed to deliver it up when requested to do so by the society or branch, the court or sheriff may make an order requiring him to deliver up that property; and any person who fails to comply with such an order made by a sheriff in Scotland shall be liable on summary conviction to imprisonment for a term not exceeding two months. (4) If in any such proceedings as are referred to in subsection (3) above a magistrates’ court or sheriff is satisfied that any person has applied money belonging to a registered society or branch for purposes which are not authorised by the rules of the society or branch or which are not in accordance with this Act, the court or sheriff may order him to repay to the society or branch the money which he has so applied; and, whatever the nature of the proceedings in which any such order is made, the order shall be enforceable as an order for the payment of money recoverable, . . ., summarily as a civil debt. (4A) In the application of subsection (4) above to Scotland, the word “summarily” is to be omitted. (5) Where a magistrates’ court or sheriff makes an order under subsection (3) or subsection (4) above, that order may be appealed against as if it were an order of that court made on the conviction of the person to whom the order is directed. (6) Proceedings under subsection (2) above may be instituted by, . . ., the following persons, that is to say— (a) in the case of a registered society, by the society or any member authorised by the society, or the trustees or committee of the society; or (b) in the case of a registered branch, by the branch or any member authorised by it or the trustees or committee thereof or by the central body of the society of which the branch forms part, or by any member of the society or branch authorised by the central body; or (c) in any case, by any member of the society or branch authorised by the FCA; or (d) except in Scotland, by the FCA; and (except in Scotland) no other person may institute such proceedings. (7) Nothing in this Act shall prevent any person guilty of an offence under this section from being proceeded against by way of indictment, if he has not previously been convicted of the same offence under the provisions of this Act.

100 Falsification of balance sheets, etc.

If any person wilfully, and with intent to falsify the document in question or to evade any of the provisions of this Act, makes, orders or allows to be made any entry or erasure in, or omission from,— (a) a balance sheet of a registered society or branch, or other than a registered friendly society or branch of such a society (b) a return or document required to be sent, produced or delivered for the purposes of this Act, he shall be liable on summary conviction to a fine not exceeding level 5 on the standard scale.

101 Prosecution of offences, recovery of costs or expenses.

(1) Summary proceedings for an offence under this Act may be instituted by the FCA or by any person aggrieved. (1A) In the application of subsection (1) to Scotland, the reference to the FCA is to be read as a reference to the Lord Advocate. (1B) Summary proceedings for an offence under a provision listed in subsection (1C) may also be commenced by the PRA , in the circumstances specified in that subsection in relation to that provision, after notifying the FCA . (1C) The provisions and the circumstances are— (a) section 32 (audit of exempt societies and branches), if the failure referred to in subsection (4) of that section is a failure to comply with a direction given by the PRA under subsection (2) of that section; (b) section 39C (power to require accounts of past years to be audited), if the failure referred to in subsection (2) of that section is a failure to comply with a direction given by the PRA under subsection (1) of that section; and (c) section 98 (offences), if the neglect or refusal referred to in subsection (1)(b) of that section relates to an act or information required by the PRA. (2) Any costs or expenses ordered or directed by the FCA or the PRA to be paid by any person under this Act shall be recoverable summarily as a civil debt. (3) In the application of subsection (2) above to Scotland, the word “summarily” shall be omitted.

102 Jurisdiction of magistrates' courts in Northern Ireland

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103 Legal proceedings concerning registered societies, etc.

(1) The trustees of a registered society or branch, or any officers authorised by the rules thereof, may bring or defend, or cause to be brought or defended, any action or other legal proceedings in any court whatsoever, touching or concerning any property, right or claim of the society or branch, and may sue and be sued in their proper names, without any other description than the title of their office. (2) In legal proceedings brought under this Act by a member or person claiming through a member, a registered society or branch may also be sued in the name, as defendant or defender, of any officer or person who receives contributions or issues policies on behalf of the society or branch within the jurisdiction of the court in which the legal proceedings are brought, with the addition of the words “ on behalf of the society or branch ” (naming the same). (3) Legal proceedings shall not abate or be discontinued by the death, resignation or removal from office, of any officer, or by any act of any officer after the commencement of the proceedings. (4) The summons, writ, process or other proceeding to be issued to or against the officer or other person sued on behalf of a registered society or branch shall be sufficiently served by personally serving that officer or other person or by leaving a true copy thereof at the registered office of the society or branch, or at any place of business of the society or branch within the jurisdiction of the court in which the proceeding is brought, or if that office or place of business is closed, by posting the copy on the outer door of that office or place of business. (5) In any case where any such summons, writ, process or other proceeding as is mentioned in subsection (4) above is not served in one of the ways specified in that subsection, it shall be served by sending a copy thereof in a letter sent by registered post or by the recorded delivery service addressed to the committee at the registered office of the society or branch and posted at least six days before any further step is taken in the proceedings. (6) Where proceedings are taken against a society or branch for the recovery of any fine under this Act the summons or other process shall be sufficiently served by leaving a true copy thereof at the registered office of the society or branch or at any place of business of the society or branch which is within the jurisdiction of the court in which the proceedings are brought or, if that office or place of business is closed, by posting the copy on the outer door of that office or place of business. (7) Where the person against whom any proceedings are to be taken is himself a trustee of a society or branch, the proceedings may be brought by the other trustees or trustee of the society or branch.

104 Fees.

(1) The Treasury may make regulations determining a scale of fees to be paid for matters to be transacted or for the inspection of documents under this Act or the Friendly Societies (Long Term Insurance Business) Regulations 1987. (2) The Treasury may by order provide that on the registration of, or of any amendment of the rules of, a society of any description specified in paragraphs (a) to (e) of section 7(1) above, fees may be charged in accordance with a scale determined by the Treasury under subsection (1) above, but, except in so far as an order so provides, no fees shall be payable on the registration of, or of any amendment of the rules of, any such society. (3) The power to make an order under subsection (2) above includes power to vary or revoke such an order by a further order so made. (4) Any power to make an order under this section shall be exercisable by statutory instrument, and a statutory instrument made in the exercise of any such power shall be subject to annulment in pursuance of a resolution of either House of Parliament. (5) All fees received by the Chief or an assistant registrar under or by virtue of this Act shall be paid into the Consolidated Fund.

104A Fees for inspection or copying of documents.

Before the FCA allows any person to inspect any document held by it in connection with this Act, or provides any person with a copy of any such document (or part of such document), it may charge that person a reasonable fee.

105 Exemptions from stamp duty.

Stamp duty shall not be chargeable upon any of the following documents, that is to say— (a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (b) a policy of insurance or appointment or revocation of appointment of an agent or other document required or authorised by this Act or by the rules of a registered society or branch.

105A Exemption from stamp duty land tax

(1) A land transaction effected by or in consequence of— (a) an amalgamation together of two or more registered societies under section 82; or (b) a transfer of engagements under that section, is exempt from charge for the purposes of stamp duty land tax. (2) Relief under this section must be claimed in a land transaction return or an amendment of such a return. (3) In this section— “land transaction” has the meaning given by section 43(1) of the Finance Act 2003; “land transaction return” has the meaning given by section 76(1) of that Act.

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