Author: Mim Dineen

This is a brief summary of the type of governance activities required to ensure your co-operative maintains it's basic legislative responsibilities. Each state's co-operative requirements vary - as do individual co-operative's rules. You'll need to refer direct to your state's registrar and your own co-operative rules for specifics.

Co-operative compliance related to business activities such as acquisitions or trading are not covered in this article and are too specific to cover in this forum.

Formation and registration

A summary of registration documentation includes:

• Registration form
• Co-operative rules
• Disclosure statement

For full details of these requirements read Co-op formation and initial capital and Moving from an association to a formal legal structure.

It is also a requirement that the co-operative display their name at the registered office. And that the co-operative's name appears on all documents or publications.

Annual reporting

One of the most important tasks is to submit evidence each year of the activities and governance of your co-operative. Submission is usually linked to the Annual General Meeting (AGM). The co-operatives registrar's office will often post an annual report form for you to complete the necessary details and attach the relevant documents. An example of an annual report form from Queensland can be seen here

In summary the annual report will include:

• Director's report
• Director's declaration
• Financial report
• Financial audit and independent declaration

Annual reports must be submitted within 28 days of the AGM being held.

Annual general meeting

The AGM is usually required to be held within 5 months of the end of the financial year (except the inaugural AGM). You can apply for an extension date usually by completing a form with a fee.

The AGM is an opportunity to inform members of recent activities. Its when you can also make co-operative changes such as rules, names, dividends.

General business usually includes:

• Confirmation of the previous AGM minutes
• Board report
• Financial report
• Election of directors
• Motions including passing reports, director renumeration and dividends
• Special resolutions (eg rule change, auditor change)
• Recognition of retiring directors

Your co-operative rules will include very specific requirements about when to notify members, election and retirement of directors and passing special resolutions. So you don't miss any critical deadlines it helps to use an AGM planning calendar. You can find an example one here.

Running an effective meeting requires forward planning and for team members/helpers to know their tasks. It is helpful to use a running sheet and discuss it at a prior board meeting. An example of an AGM running sheet can be seen here.

Reporting co-operative changes

What might seem like minor changes may need to be reported to the registrar. Most states have forms available for download on their website to submit when changes are made.

Some examples are:

• Change of registered address. In some states this requires a special board resolution and specific form.

• Changes to board members or executive officers.

• Changes to the auditor used for annual financial reports. This could require a special resolution by co-operative members.

• Special resolutions or changes to the rules. This would usually be done at the same time as the annual report.

Keeping records

Membership records

Membership records must be maintained and especially when shares are also being issued. It pays to use a share registry company, that will maintain the registry and issue statements of holdings.

Board records

Board meeting minutes should be kept and don't forget to back it up. Google documents or other other secure shared forums can be really good ways of centralising board documents and allowing multiple members to contribute to documents. Its also a great way of managing board reports, with directors contributing their information before the meeting and enabling others to digest in preparation for meeting discussions.

Financial records

Like any community association or company or co-operative appropriate records are required of expenses, income, assets and capital raised. In the early stages these financial records may be manageable within the board, especially if there are some existing accounting skills. It might pay to engage a local accountant early to establish some book keeping skills before things get complex with capital raising, contract cash flow and debt facilities.

More information

Read about co-operatives in your state:
New South Wales
South Australia
Tasmania
Queensland
Victoria
Western Australia
Business Council of Co-operatives & Mutuals