CCUs

The Co-operatives Act 2009 WA and the CNL apply parts of the Corporations Act to public offers of securities by co-operatives. Read Disclosure documents for co-operatives for a summary of how the Corporations Act provisions apply.

An offer of CCUs requires approval of the Terms of Issue by both the Registrar and the members and the preparation of a disclosure document. Once the board has decided to offer CCUs to external investors the following steps need to be undertaken:

1. Check the Terms of Issue are drafted in accordance with s350 CNL or s262 of Co-operatives Act 2009 WA.
2. Obtain approval of Terms of Issue from Registrar and members;Note: Regulation does not specify whether approval should be sought first from the Registrar or from members. There may be a benefit in seeking Registrar approval first, to avoid the possibility of having to repeat the special resolution process should the Registrar require any changes to the Terms of Issue. The Capital Builder is drafted so that these approvals are obtained before you start drafting the disclosure statement.
3. Prepare disclosure document in accordance with s350 CNL or s262 of Co-operatives Act 2009 WA.
4. Lodge disclosure document with Registrar – following lodgement there is a seven-day public exposure period during which no applications for securities can be accepted. The seven-day period can be extended by the Registrar for a further seven days.
5. Prepare administrative arrangements:
   1. Create a register of securities – Schedule 2 CNR or Schedule 4A Co-operatives Reg 2009 WA;
   2. Set up a documentary certification (paper or electronic) to record allotment of securities to individuals; and
   3. Establish a payment facility for subscriptions for CCUs
6. The offer is live at the end of the public exposure period.

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