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The
Companies Acts 1985 & 1989
COMPANY
LIMITED BY GUARANTEE
Memorandum
of Association of
Newton
Abbot and District Co-operative Allotment Association Ltd
1. The name of the company (referred to as "the Co-operative")
is: Newton Abbot and District Co-operative Allotment Association
Ltd.
2. The registered
office of the Co-operative will be situated in England and Wales.
3. (A) The objects
for which the Co-operative is established are:
(a)To create, and
the promotion of the creation of, small holdings and allotments
and encouraging their proper cultivation.
(b)To carry on the
business of wholesale and retail dealers in horticultural and
agricultural requirements, dairy, farm and garden produce, eggs
and poultry, and other like goods, and such other industries,
trades or business which are calculated to conduce to the more
profitable working of small holdings or allotments.
(c)To foster and
support the principles and concept of co-operation in its own
affairs and in industry and commerce generally, to support the
Industrial Common Ownership Movement, and to educate its Members
in co-operative principles and management practices.
(B) In furtherance
of the above objects, the Co-operative shall have the following
powers:
(a) To carry on
any other trade or business whatsoever which can in the opinion
of the Co-operative be advantageously carried on by the Co-operative
incidental to or conducive to or ancillary to any of the objects
of the Co-operative or is calculated directly to benefit the
Co-operative or enhance the value of or render profitable any
of the Co-operative's property or rights or is required by any
client or customer or persons (legal or natural) dealing with
the Co-operative.
(b) To purchase, take on lease or in exchange, hire or otherwise
acquire and hold for any estate or interest any lands, buildings,
easements, rights, privileges, concessions, patent rights, licences,
secret processes, property of any kind necessary or convenient
for the purpose of or in connection with the Co-operative's
objects.
(c) To erect, construct, lay down, enlarge, alter and maintain
any shops, stores, factories, buildings, works, ways, plant
and machinery necessary or convenient for the Co-operative's
objects and to contribute to or subsidise the erection, construction
and maintenance of any of the above.
(d) To borrow or raise or secure the payment of any money for
the purposes of or in connection with the Co-operative's objects,
and for the purpose of and in connection with the borrowing
or raising of money by the Co-operative to become a member of
any Building Society subject to the provisions of clause 4 below.
(e) To mortgage and charge the undertaking and all or any of
the real or personal property and assets, present and future,
and to issue at par or at a premium or discount, and for such
consideration and with and subject to such rights, powers and
privileges and conditions as may be thought fit, debentures
or debenture stock, either permanent or repayable, and collaterally
or further to secure any securities of the Co-operative by a
trust deed or other assurance subject to the provisions of clause
4 below.
(f) To issue and deposit any securities which the Co-operative
has power to issue by way of mortgage to secure any sum less
than the nominal amount of such securities and also by way of
security for the performance of any contracts or obligations
of the Co-operative or in whose undertakings the Co-operative
is interested, whether directly or indirectly.
(g) To receive money on deposit or loan upon such terms as the
Co-operative may approve and to guarantee the obligations and
contracts of clients and customers including Members of the
Co-operative, subject to the provisions of clause 4 below.
(h) To draw, make, accept, endorse, negotiate, discount and
execute promissory notes, bills of exchange, cheques and other
negotiable instruments.
(i) To invest and deal with the monies of the Co-operative not
immediately required for the purposes of its objects in or upon
such investments or securities and in such manner as may from
time to time be determined by the Co-operative.
(j) To accept payment for any property or rights sold or otherwise
disposed of or dealt with by the Co-operative either in cash,
by instalments or otherwise, or in fully or partly paid up shares
of any company or corporation, with or without deferred or preferred
or special rights or restrictions in respect of dividend, repayment
of capital, voting or otherwise, or in mortgage debentures or
debenture stock, mortgages or other securities of any company
or corporation, or partly in one mode and partly in another,
and generally on such terms as the Co-operative may determine,
and to hold, dispose of or otherwise deal with any shares, stock
or securities so acquired.
(k) To enter into any partnership or joint-purse arrangement
for sharing profits, union of interests or co-operation, or
amalgamate with any company, firm or person carrying on or proposing
to carry on any objects within the objects of the Co-operative,
and to acquire and hold, sell, deal with or dispose of shares,
stock, securities or property of any such body, and to guarantee
the contracts or liabilities of or payments of the dividends,
interest or capital of any shares, stock, securities or property
of and to subsidise or otherwise assist any such body subject
to the provisions of clause 4 below.
(l) To establish or promote or concur in establishing or promoting
any company, firm, co-operative or other organisation the promotion
of which shall in any manner be calculated to advance directly
or indirectly the objects or interests of the Co-operative and
to acquire and hold or dispose of shares, stock, securities
or property issued by or any other obligations of such organisation.
(m) To purchase or otherwise acquire and undertake all or any
part of the business, property, assets, liabilities and transactions
of any person, firm or company carrying on any business which
the Co-operative is authorised to carry on.
(n) To make, publish, supply, sell or deal in books, periodicals,
audio film and video recordings, and other publications in any
medium or any other educational or training materials.
(o) To obtain, acquire and purchase all necessary permits, licences
or trade marks and other intellectual property rights required
for the purpose of enabling the Co-operative to carry on its
objects upon such terms and conditions as it may think fit.
(p) To sell, improve, manage, develop, turn to account, exchange,
let on rent, royalty, share of profits or otherwise, grant easements,
licences and other rights in or over, and in any other manner
deal with or dispose of the undertaking and any or all of the
property and assets for the time being of the Co-operative for
such consideration as the Co-operative may think fit.
In carrying out its objects the Co-operative shall have regard
to promoting the physical, mental and spiritual well-being of
the community and especially those who participate in the activities
of the Co-operative by reason of employment in or purchasing
from or selling to the Co-operative, and to promoting equality
of opportunity for all sections of the community both within
its own affairs and within society generally, and to assisting
people in need by any means whatsoever.
4. In accordance
with co-operative principles the interest paid by the Co-operative
on money borrowed shall not exceed such a rate as is necessary
to attract and retain the capital required to further the Co-operative's
objects.
5. The Co-operative
may receive interest-free loans and donations towards its objects.
6. The liability
of the Members is limited.
7. Every Member
of the Co-operative undertakes to contribute to the assets of
the Co-operative in the event of the same being wound up while
s/he or it is a Member or within one year after s/he or it ceases
to be a Member for payment of the debts and liabilities of the
Co-operative contracted before s/he or it ceased to be a Member,
and of the costs, charges or expenses of winding up and for
the adjustments of the rights of the contributories amongst
themselves, such amount as may be required not exceeding one
pound.
8. The Co-operative
is a common ownership enterprise. If on the winding up or dissolution
of the Co-operative any of its assets remain to be disposed
of after its liabilities are satisfied, these assets shall not
be distributed among the Members, but shall be transferred instead
to some other common ownership enterprise(s), or to the Industrial
Common Ownership Movement Limited or some other non-profit organisation(s)
promoting and supporting co-operative and common ownership enterprise,
as may be decided by the Members at the time of or prior to
the dissolution. In the event that for whatever reason any residual
assets cannot be so transferred, they shall be or given for
charitable purposes. This clause may not be amended by the Co-operative,
and section 17(1) of the Companies Act 1985 shall not apply.
More
rules...
Articles
of Association
Tenancy
Agreement between the Landlords and the Association
Tenancy
Agreement between the Association and the Members
Beekeepers
Agreement
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