Part 18 — Specific Cooperatives Division 1 Housing Cooperatives
400 Order of possession
order of possession under section 401 in order to regain possession
of a member unit unless the member unit is vacant.
2001 cC-28.1 s400;2011 c14 s5
Application for order of possession
401(1) After a person's membership and occupancy rights are
terminated or if there is no member occupying a member unit, the
non-profit continuing housing cooperative may apply to the Court
for an order under subsection (2).
(2) On application under this section, the Court may make an order
(a) declaring that the perso n's membership and occupancy
rights are terminated or that there is no member occupying
the unit, as the case may be,
(b) directing that an order of possession be issued,
(c) directing the payment of an amount equal to the
compensation owed to the non-profit continuing housing
cooperative under section 399(1)(a), (b) or (c), if any,
(d) for costs, and
(e) in respect of any other matter as the Court sees fit.
(3) An application for an order of possession must be served on the
respondent at least 4 clear days before the day for the return of the
application, and the application must contain
(a) a statement respecting th e procedures for disputing the
application, and
(b) a summary of the order requested if the application is not
disputed.
2001 cC-28.1 s401;2011 c14 s5
Non-profit home ownership cooperatives
402(1) In addition to the requirements of sections 5, 387, 388 and
389, the articles of a non-profit home ownership cooperative must
provide that
(a) the cooperative is a non-pro fit home ownership cooperative
subject to this Act;
(b) the cooperative is to provide self-contained housing or
housing-related facilities and ancillary services and facilities
to individuals the majority of whom
(i) are members of the cooperative,
(ii) own their housing units or own their housing units on a
co-ownership basis with the cooperative as a tenant in
common, joint tenant or any other recognized form of
ownership, and
(iii) are ordinarily resident in the housing units.
(2) In addition to the requirements of the regulations made under
section 9(1), a non-profit home ownership cooperative must make
bylaws
(a) respecting any obligation of a member to provide capital t o
the cooperative and the manner in which the capital is to be
contributed;
(b) governing the procedure for determining disputes between
members and between members and the cooperative,
including the requirement for a mediation process;
(c) subject to section 404(1), governing the manner in which
the membership of a member may be terminated;
(d) governing the method in which a member's equity is to be
determined on the member's withdrawal from the
cooperative or on the termination of membership and on
dissolution of the cooperative and the manner in which that
equity is to be repaid;
(e) providing for the cooperative's requirements regarding the
sale of a self-contained housing unit;
(f) providing for the cooperative's requirements regarding lea se
or rental of a self-contained housing unit owned by a
member;
(g) respecting the members' r ight to access, use and possession
of the related services and ancillary facilities;
(h) subject to the regulations, providing for the establishmen t of
adequate reserves as good cooperative business practices
dictate;
(i) providing for the establishment and the maintenance of
adequate insurance to protect the cooperative and individual
members from loss, if applicable;
(j) governing the rights of mortgagors of the individual
self-contained housing units, if applicable;
(k) governing the period of notice to be given to members of a
meeting at which the budget and fees will be considered;
(l) respecting the requiremen ts for circulation of a budget;
(m) governing the powers of the directors to set fees where a
resolution setting fees cannot be approved by the members;
(n) respecting whether a meeting of members is required to
approve admission into membership;
(o) respecting the nature and extent of the power of the direc tors
to borrow.
Withdrawal from membership
403 Notwithstanding section 36, no member may withdraw from
membership in the cooperative while owning a self-contained
housing unit whether the member owns the self-contained housing
unit
(a) as a person, or
(b) on a co-ownership basis with the cooperative as a tenant in
common, joint tenant or any other form of ownership
recognized by law.
Termination of membership
404(1) No non-profit home ownership cooperative shall terminate
the membership of a member from the cooperative unless that
member breaches or repeatedly contravenes the share subscription
agreement, the articles, the bylaws or the policies of the
cooperative or any agreements between the member and the
cooperative.
(2) The members of a non-profit home ownership cooperative may
terminate the membership of a member on the grounds provided
for in subsection (1) by a resolution passed by a vote of at least 3/4
of the members present at a meeting called for the purpose of
considering the resolution.
(3) A meeting under subsection (2) must have a quorum of at least
70% of the members throughout the meeting.
(4) The directors of the non-profit home ownership cooperative
must give a member whose membership may be terminated
pursuant to a proposed resolution under subsection (2) a notice in
writing at least 14 days before the meeting at which the resolution
is to be considered, and the notice must contain
(a) the resolution to be co nsidered at the meeting, and
(b) a statement of the grounds for termination of the
membership.
(5) A member may appear personally or by agent or counsel to
make submissions at the meeting referred to in subsection (2).
Amalgamation
405 Notwithstanding any other provision of this Act, a non-profit
housing cooperative may amalgamate with another corporation
only if the entity continued after the amalgamation is a non-profit
housing cooperative.
Division 2
Employment Cooperatives
Definition of "employment cooperative"
406 For the purposes of this Part, "employment cooperative"
means a cooperative whose main object is to provide employment
or contract work to its members and to operate an enterprise in
which control rests with the members.
Requirements of articles
407 The articles of an employment cooperative must provide that
(a) at least 80% of its members must be permanent employees
or contractors of the cooperative, and
(b) the maximum membership investment payable by a person
to be a member may not be more than 50% of the person's
expected annual salary or remuneration from the
cooperative during the first year of that person's
membership, unless any amount in excess of that amount is
also paid by all other members.
Non-member employees
408 Notwithstanding section 407, an employment cooperative
may provide employment or contract work to non-members if, not
later than 5 years after the incorporation of the cooperative or the
acquisition of a business by the cooperative, at least 75% of its
permanent employees or contractors or those of any entity
controlled by it are members.
Permanent employees
409 For the purpose of section 408, unless the articles of an
employment cooperative specify otherwise, the following persons
are not permanent employees or contractors of the cooperative:
(a) a person who is employed on a probationary period of less
than 3 years;
(b) a person who is under contract for a period of less than 2
years.
Bylaws
410 An employment cooperative must make bylaws
(a) respecting any obligation of a member to provide capital t o
the cooperative, which obligation, if required, must be
applied fairly to all members;
(b) subject to sections 411(1) an d 412, governing the manner in
which the membership of a member may be terminated;
(c) governing the procedure for allocating, crediting or
distributing any surplus earnings of the cooperative,
including that not less than 50% of those earnings must be
paid on the basis of the remuneration earned by the
members from the cooperative or the work contributed by
the members to the cooperative;
(d) prescribing the period of probation of an applicant for
membership, which may not be longer than 3 years;
(e) respecting how work is to be allocated;
(f) providing for the laying off or suspension of members when
there is a lack of work;
(g) providing for the recall of members to work.
Time for appeal
411(1) If a member of an employment cooperative appeals a
termination of membership in accordance with this Act, the
member must give the written notice of appeal to the cooperative
within 7 days, or within any greater period of time specified in the
bylaws, after receiving notice of termination of membership.
(2) If a meeting of the members of an employment cooperative is
called to consider the appeal of a terminated member and a quorum
of members is not available for the meeting, the directors must call
a 2nd meeting, to be held not later than 7 days after the first
meeting, and if there is no quorum of members at the 2nd meeting,
the decision of the directors is deemed to be confirmed.
Laid-off or terminated member
412(1) A temporary lay-off or termination of contract of a
member does not result in termination of membership.
(2) If a member has been laid off or the member's contract has
been suspended and 2 years has elapsed after the date of the lay-off
or suspension without the member having resumed employment or
contract work with the cooperative, the directors or the members
may, in accordance with the bylaws, terminate the membership of
the member.
Name
413 The articles of an employment cooperative must provide that
the name of the employment cooperative include the words
"employment", "employee owned", "employees", "worker",
"worker owned" or "workers", in combination with any of the
terms provided for in section 16.
Directors
414 Notwithstanding anything in this Act,
(a) not less than 80% of the directors of an employment
cooperative must be members that are permanent employees
or contractors of the cooperative,
(b) the general manager of an employment cooperative may be
a director, and
(c) members of an audit co mmittee of an employment
cooperative may be permanent employees or contractors of
the cooperative.
Reorganization
415 An employment cooperative may not be a party to a
fundamental change to which Part 12 applies unless the change is
authorized by a vote of not less than 90% of the members.
Dissolution
416 Unless otherwise provided in the articles, on dissolution of an
employment cooperative not less than 20% of the surplus of the
cooperative, after the payment of its liabilities, must be distributed
to another cooperative, a non-profit entity or a charitable entity
before any distribution is made to a member or investment
shareholder.
Division 3
Multi-stakeholder Cooperatives
Definitions
417 In this Part,
(a) "multi-stakeholder coopera tive" means a cooperative the
articles of which provide for the matters referred to in
section 419;
(b) "stakeholder group" means a group of members of a
multi-stakeholder cooperative
(i) with a common interest, or
(ii) residing within a def ined geographical area.
Membership
418(1) Each member of a multi-stakeholder cooperative must
belong to a stakeholder group.
(2) No member may belong to more than one stakeholder group at
the same time.
Articles of cooperative
419 The articles of a multi-stakeholder cooperative must provide
(a) that the cooperative is a multi-stakeholder cooperative fo r
the purposes of this Act,
(b) for the division of its mem bers into 2 or more stakeholder
groups,
(c) for the method of determinin g the number of directors each
stakeholder group may elect, and
(d) for the requirements set out in section 418.
Passing of resolutions
420(1) In the case of a multi-stakeholder cooperative, any
reference in this Act to a special resolution means a resolution that
is not effective until it is
(a) passed by the directors of t he multi-stakeholder cooperative,
and
(b) confirmed, with or without variation, by at least 2/3, or any
greater proportion that is provided for by the articles, of the
votes cast by the members of each stakeholder group at
(i) a meeting of the membe rs of the multi-stakeholder
cooperative called for that purpose, or
(ii) separate meetings of eac h of the stakeholder groups
called for that purpose.
(2) Unless expressly prohibited by the bylaws, members who vote
at a meeting referred to in subsection (1)(b) may vote by
(a) a show of hands,
(b) ballot, or
(c) any telephonic, electronic or other communication method
that the cooperative has made available for that purpose.
2001 cC-28.1 s420;2022 c16 s3(88)
Directors
421(1) Each stakeholder group of a multi-stakeholder cooperative
may elect at least one director.
(2) In addition to the requirements set out in section 73, there must
be at least one director of each stakeholder group present at a
meeting of directors to constitute a quorum of the board of
directors.
2001 cC-28.1 s421;2022 c16 s3(89)
Division 4
New Generation Cooperatives
Definitions
422 In this Part,
(a) "designated shareholder" means a holder of designated
shares;
(b) "designated shares" means the class of investment shares
designated under section 427(a);
(c) "new generation coopera tive" means a corporation
(i) that is organized and operated, and carries on business,
on a cooperative basis,
(ii) that is incorporated or continued pursuant to this Act,
and
(iii) whose articles restrict the business of the cooperative to
one or more of the following endeavours or businesses:
(A) the production, processing or marketing of
agricultural products;
(B) the provision of services to persons primarily
engaged in an endeavour mentioned in paragraph
(A);
(C) any prescribed business.
Names of new generation cooperatives
423 On the request of a new generation cooperative, the Registrar
may exempt the new generation cooperative from the requirement
to have any of the words referred to in section 16(1)(a) as part of its
name.
2001 cC-28.1 s423;2022 c16 s3(91)
Membership share
424(1) Notwithstanding section 6, a new generation cooperative
must be incorporated with membership shares.
(2) Notwithstanding section 102(6), the right to vote attaches to
the membership shares held by the member, but each member is
entitled to only one vote in accordance with section 34.
Redemption of membership shares and repayment of loans
425 Notwithstanding sections 37(2), 41(2) and 44, no new
generation cooperative may delay the redemption of membership
shares or the repayment of loans beyond the period prescribed in
sections 37(1) and 41(1) unless the bylaws of the cooperative
provide otherwise.
Transfer of member interest
426 Notwithstanding sections 48(2) and 102(5), the approval of
the directors respecting a transfer of a member interest in a new
generation cooperative is subject to any limitations set out in the
bylaws.
Capital structure: investment shares
427 In addition to the power to issue investment shares, the
articles of a new generation cooperative may provide for
(a) a class of investment shares that
(i) are issued only to members,
(ii) are designated as a cla ss of investment shares, and
(iii) notwithstanding section 10 8(4), carry no right to vote at
an election of directors;
(b) rights for designated s hareholders to participate
(i) in the surplus of the cooperative by payment of
patronage dividends or bonus payments,
(ii) in any reserve of the cooperative by payment of
dividends, or
(iii) in the remaining proper ty of the cooperative on
dissolution;
(c) contracts between a new g eneration cooperative and
designated shareholders that specify
(i) the obligations of designated shareholders to deliver
specific goods or services to the cooperative,
(ii) the rights of designated shareholders to receive specific
goods or services from the cooperative, and
(iii) that rights and obligations referred to in subclauses (i)
and (ii) may vary from designated shareholder to
designated shareholder in accordance with the number or
percentage of designated shares held by a designated
shareholder.
Patronage returns
428(1) Patronage returns allocated by a new generation
cooperative to designated shareholders may be declared as
patronage dividends or bonus payments and may be based on the
number of designated shares held by the designated shareholders in
addition to the business done by them with or through the
cooperative.
(2) Unless the bylaws provide otherwise, a patronage return
declared under subsection (1) must be calculated in the manner
described in section 137.
Bylaws
429 The bylaws of a new generation cooperative may provide for
(a) the terms to be included in contracts between the
cooperative and its members respecting
(i) the services of the cooperative,
(ii) the exclusive sale or delivery of goods by the members
to or through the cooperative,
(iii) the transfer or non-tran sfer of title of goods delivered to
the cooperative pursuant to the contract,
(iv) the payment of money to members for the delivery or
agreed delivery of goods,
(v) the manner of discharging expenses of the cooperative
from money received from the sale of goods,
(vi) the deduction of an amount to be applied to the purchase
of investment shares designated under section 427(a)
from money received from the sale of goods, and
(vii) any penalties for breach o f a material provision of the
contract;
(b) the operation of pools for the members and others who use
the services of the cooperative and the distribution of money
from the pool among the persons contributing to the pool;
(c) limitations on the exercise of the discretion of the direc tors
under section 426.
Regulations
430 The Minister may make regulations
(a) governing the subject-matter that must be included in the
articles of a new generation cooperative;
(b) governing any special res trictions or limitations that apply
to new generation cooperatives;
(c) prescribing any words that must be included in the name of
a new generation cooperative;
(d) governing the amendments a new generation cooperative
may make to its articles;
(e) respecting the subject-matter that must be included in the
bylaws of a new generation cooperative;
(f) respecting the grounds for termination of membership of a
member in a new generation cooperative;
(g) governing the procedures for termination under clause (f);
(h) governing the procedures for an appeal where membership
in a new generation cooperative is terminated;
(i) governing the withdraw al of a member from a new
generation cooperative;
(j) governing the continuance of a corporation or cooperative as
a new generation cooperative;
(k) governing the dissolution of a new generation cooperative;
(l) governing the transfer of shares and member interests in a
new generation cooperative;
(m) governing investment shares issued by a new generation
cooperative;
(n) prescribing the types of businesses for the purpose of
section 422(c)(iii)(C);
(o) providing for any other matters necessary for the
governance of new generation cooperatives.