The European Cooperative Society Regulations 2006

Registration of SCEs U.K.

Register of SCEs U.K.

8.—(1) The [F1 Financial Conduct Authority] must establish and maintain a register of SCEs which have their registered office in [F2 the United Kingdom].

F3 (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(3) The [F4 register established under paragraph (1) is] designated for the purposes of Article 11(1).

Textual Amendments

F1 Words in reg. 8(1) substituted (1.4.2013) by The Financial Services Act 2012 (Mutual Societies) Order 2013 (S.I. 2013/496), art. 1(1), Sch. 11 para. 15(1)(2)(b) (with Sch. 12)

F2 Words in reg. 8(1) substituted (6.4.2018 immediately after 2016 c. 16 (N.I.), s. 8(2) comes into force) by The Financial Services Act 2012 (Mutual Societies) Order 2018 (S.I. 2018/323), art. 1, Sch. 4 para. 9(3)(a) (with art. 3)

F3 Reg. 8(2) omitted (6.4.2018 immediately after 2016 c. 16 (N.I.), s. 8(2) comes into force) by virtue of The Financial Services Act 2012 (Mutual Societies) Order 2018 (S.I. 2018/323), art. 1, Sch. 4 para. 9(3)(b) (with art. 3)

F4 Words in reg. 8(3) substituted (6.4.2018 immediately after 2016 c. 16 (N.I.), s. 8(2) comes into force) by The Financial Services Act 2012 (Mutual Societies) Order 2018 (S.I. 2018/323), art. 1, Sch. 4 para. 9(3)(c) (with art. 3)

Provision of documents for registration U.K.

9.—(1) A body proposing to be registered in the United Kingdom as an SCE must send—

(a) a copy of its statutes;

(b) a list of the members of the competent organ signed—

(i) by or on behalf of the members of the SCE, and

(ii) by each person named in the list giving his consent to act as a member of the competent organ; and

(c) a statutory declaration signed by—

(i) a solicitor engaged in the formation of the SCE, or

(ii) a person named as a member of the competent organ in the list sent under sub-paragraph (b),

to the person who is required under regulation 8(1) or (2) to register it as an SCE.

(2) The list referred to in paragraph (1)(b) must include, in relation to each member of the competent organ—

(a) his name, any former name, date of birth, usual residential address, nationality and business occupation; or

(b) in the case of a body corporate, its name, any former name, date of incorporation and the address of its registered office.

(3) The statutory declaration referred to in paragraph (1)(c) must confirm compliance in respect of the SCE with—

(a) in the case of an SCE formed under Article 2(1), the requirements for formation under the EC Regulation and these Regulations and the requirement for registration in Article 11(2);

(b) in the case of an SCE that proposes to transfer its registered office to the United Kingdom under Article 7, the requirements for transfer under the EC Regulation and these Regulations.

Registration U.K.

10.—(1) The competent authority must register an SCE if it is satisfied that—

(a) the requirements for the formation and registration of the SCE have been met; or

(b) the requirements for the transfer of the SCE's registered office to the United Kingdom have been met.

(2) The competent authority may accept a statutory declaration made in accordance with regulation 9(1)(c) as sufficient evidence that the requirements—

(a) in the case of the formation of an SCE, referred to in regulation 9(3)(a);

(b) in the case of the transfer of a registered office, referred to in regulation 9(3)(b),

are satisfied.

Provision of documents following registration U.K.

11.  An SCE must send the competent authority—

(a) a copy of its amended statutes within one month of any amendment to the statutes;

(b) a revised copy of the list referred to in regulation 9(1)(b) within one month of any change to the membership of the competent organ or the information required to be included in the list in accordance with regulation 9(2).

Cancellation of registration U.K.

12.—(1) The competent authority must cancel the registration of an SCE—

(a) if the SCE converts under Article 76 into a cooperative;

(b) if the SCE has ceased to exist; or

(c) in accordance with Article 7(11), if the SCE transfers its registered office to another EEA State.

(2) The competent authority may cancel the registration of an SCE at the request of the SCE.

Branches U.K.

13.—(1) The [F5 Financial Conduct Authority] [F6 (“the registrar”)] must establish and maintain a register of any branch in [F7 the United Kingdom] of an SCE which has its registered office in another EEA State.

F8 (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(3) An SCE which is registered in another EEA State must within one month of opening a branch in the United Kingdom send [F9 to the registrar]—

(a) a copy of its statutes;

(b) a list of the members of the competent organ; and

(c) a copy of the information about the branch specified in paragraph (5) F10 ...

F11 ...

(4) The list referred to in paragraph (3)(b) must include, in relation to each member of the competent organ—

(a) his name, any former name, date of birth, usual residential address, nationality and business occupation; or

(b) in the case of a body corporate, its name, any former name, date of incorporation and the address of its registered office.

(5) The following information is specified for the purposes of paragraph (3)(c)—

(a) the address of the branch;

(b) the date on which the branch opened;

(c) the business carried on at the branch;

(d) the name under which that business is carried on if different from the name of the SCE;

(e) a list of the names and addresses of all persons resident in the United Kingdom authorised to accept on the SCE's behalf service of proceedings in respect of the business of the branch and of any notices required to be served on the SCE in respect of the business of the branch;

(f) a list of the names and usual residential addresses of all persons authorised to represent the SCE for the business of the branch;

(g) the extent of the authority of any person falling within sub-paragraph (f), including whether that person is authorised to act alone or jointly; and

(h) if a person falling within sub-paragraph (f) is not authorised to act alone, the name of any person with whom he is authorised to act.

(6) The SCE must send the registrar—

(a) a copy of its amended statutes within one month of any amendment to the statutes;

(b) a revised copy of the list referred to in paragraph (3)(b) within one month of any change to the membership of the competent organ or the information required to be included in the list in accordance with paragraph (4); and

(c) written notice of any change to the information required to be provided in accordance with paragraph (3)(c) within one month of any such change.

(7) The SCE must send the registrar a copy of the information referred to in Article 68(1) within three months of its publication in the EEA State in which the SCE is registered.

(8) The SCE must send the registrar written notice of—

(a) the initiation and termination of winding-up, including voluntary winding-up, liquidation or insolvency of the SCE or suspension of the SCE's payment procedures and any decision to continue operating the SCE (within the meaning of Article 74); and

(b) the closure of the branch,

within one month of that event or decision.

(9) Where information required to be sent to the registrar in accordance with this regulation is in a language other than English, the SCE must also provide a translation in English of that information.

(10) In this regulation, “branch”—

(a) has the meaning given by the Eleventh Council Directive 89/666/EEC of 21st December 1989 concerning disclosure requirements in respect of branches opened in an EEA State by certain types of company governed by the law of another State M1 ; and

(b) refers to the principal branch in the United Kingdom of an SCE where the SCE has more than one branch in the United Kingdom.

Textual Amendments

F5 Words in reg. 13(1) substituted (1.4.2013) by The Financial Services Act 2012 (Mutual Societies) Order 2013 (S.I. 2013/496), art. 1(1), Sch. 11 para. 15(1)(2)(c) (with Sch. 12)

F6 Words in reg. 13(1) inserted (6.4.2018 immediately after 2016 c. 16 (N.I.), s. 8(2) comes into force) by The Financial Services Act 2012 (Mutual Societies) Order 2018 (S.I. 2018/323), art. 1, Sch. 4 para. 9(4)(a)(i) (with art. 3)

F7 Words in reg. 13(1) substituted (6.4.2018 immediately after 2016 c. 16 (N.I.), s. 8(2) comes into force) by The Financial Services Act 2012 (Mutual Societies) Order 2018 (S.I. 2018/323), art. 1, Sch. 4 para. 9(4)(a)(ii) (with art. 3)

F8 Reg. 13(2) omitted (6.4.2018 immediately after 2016 c. 16 (N.I.), s. 8(2) comes into force) by virtue of The Financial Services Act 2012 (Mutual Societies) Order 2018 (S.I. 2018/323), art. 1, Sch. 4 para. 9(4)(b) (with art. 3)

F9 Words in reg. 13(3) inserted (6.4.2018 immediately after 2016 c. 16 (N.I.), s. 8(2) comes into force) by The Financial Services Act 2012 (Mutual Societies) Order 2018 (S.I. 2018/323), art. 1, Sch. 4 para. 9(4)(c)(i) (with art. 3)

F10 Comma in reg. 13(3)(c) omitted (6.4.2018 immediately after 2016 c. 16 (N.I.), s. 8(2) comes into force) by virtue of The Financial Services Act 2012 (Mutual Societies) Order 2018 (S.I. 2018/323), art. 1, Sch. 4 para. 9(4)(c)(ii) (with art. 3)

F11 Words in reg. 13(3) omitted (6.4.2018 immediately after 2016 c. 16 (N.I.), s. 8(2) comes into force) by virtue of The Financial Services Act 2012 (Mutual Societies) Order 2018 (S.I. 2018/323), art. 1, Sch. 4 para. 9(4)(c)(ii) (with art. 3)

Marginal Citations

M1 O.J. L.395, 30.12.1989, p.36.