Rules in a co-operative

A co-operative's rules should support clear communication and help the co-operative be inclusive, fair and open with its members.

The rules act as a contract between the co-operative and:

  • each member
  • each director, chief executive officer and secretary
  • between members.

A co-operative’s rules outline:

  • the purpose of the co-operative
  • rights and responsibilities of committee and members
  • financial responsibilities
  • how problems and complaints are handled
  • how to change rules
  • powers of members and the board
  • procedures for meetings and how decisions are made.

Use the model rules to help you understand your legal responsibilities and to include what is relevant for your co-operative.

Changing the rules

Rules can be changed by:

  • special resolution at a general meeting
  • post ballot if the rules allow for it
  • the board, if directed by Consumer and Business Services (CBS).

Before you call a meeting

CBS must approve proposed changes to rules that cover:

  • active membership
  • moving from a non-distributing to a distributing co-operative
  • a registered club, which restricts the voting rights of some members.

How to apply

  1. Application form

    Complete and sign the Application for prior approval of rule amendment/s – form C11 (282.KB PDF)

  2. Supporting evidence

    Attach a draft of the proposed changes and a statement showing the reasons for the changes to your application.

  3. Lodgement


    CBS Licensing and Registration
    GPO Box 1719
    Adelaide SA 5001


Meeting to change the rules

You must give members at least 21 days’ notice of a general meeting to change the rules. The notice must state:

  • the changes
  • the reason for proposing the changes
  • how the changes will affect members and the co-operative.

If the changes relate to active membership, they must also:

  • state if the member can vote
  • include the full text of the proposed resolution
  • include a copy of the Act about cancelling memberships when inactive – section 156 CNL.

At least 60% of eligible voters need to pass the resolution for it to be approved (unless existing rules state a higher percentage).

Registering the changes

You need to register the changes with CBS before they can take effect.

  1. Application

    Complete the Application to register rule amendment/s (form C10) (285KB PDF) – signed by an authorised person for the co-operative.

  2. Supporting evidence

    Attach a copy of the rules, including the changes, to your application.

  3. Lodgement


    CBS Licensing and Registration
    GPO Box 1719
    Adelaide SA 5001


Contact CBS Associations and Cooperatives


Phone: 131 882

GPO Box 1719
Adelaide SA 5001

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Page last updated 16 February 2023

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