SCHEDULES

C3C4 SCHEDULE 2 Establishment, Incorporation and Constitution of Building Societies

Annotations:
Modifications etc. (not altering text)
C3

Sch. 2 modified (3.1.1995) by 1994 c. 40, ss. 17(3), 82(2)

C4

Sch. 2 applied (with modifications) (7.4.2010) by The Building Societies (Financial Assistance) Order 2010 (S.I. 2010/1188), arts. 1(2), 8

C1C2Part III Meetings, Resolutions and Postal Ballots

Annotations:
Modifications etc. (not altering text)
C1

Sch. 2 Pt. III (paras. 20–36) excluded (temp.) by S.I. 1986/2168, art. 3(1)(2)

C2

Sch. 2 Pt. III (paras. 20–36) modified by S.I. 1987/426, art. 4

Members’ right to propose and circulate resolutions

31

1

If at least the requisite number of qualified members of a building society give notice to the society of their intention to have moved on their behalf a resolution, other than F1a shareholding members’ resolution or a borrowing members’ resolution, specified in the notice at an annual general meeting of the society, it shall be the duty of the society, subject to sub-paragraphs (4), (5) and (6) below—

a

to include in the notice of the annual general meeting a notice specifying the intention to have the resolution moved on their behalf at the meeting and, where applicable, the intention to move it as a special resolution;

b

at the request of the members intending to have the resolution moved on their behalf, to send to each member entitled to receive notice of the meeting a copy of any statement of not more than F2500 words with respect to the matter referred to in the resolution.

2

For the purposes of sub-paragraph (1) above—

a

“the requisite number”—

F3i

in the case of a society in relation to which the difference between the total assets of the society as shown in the accounts last prepared by it under F8section 72A or 72E immediately before the date on which the members gave notice to the society under sub-paragraph (1) above and the aggregate of—

aa

the liquid assets of the society as shown in those accounts in pursuance of regulations F9under section 72C or 72G or in accordance with F12UK-adopted international accounting standards, as appropriate; and

bb

the fixed assets of the society as so shown,

exceeds £100 million, is F4five hundred or such lesser number as is specified for the purpose in the rules of the society, and

ii

in the case of any other society is F5one hundred or such lesser number as is specified for the purpose in the rules of the society;

b

every member of a building society is a “qualified member” unless the rules make other provision for the purpose which is not rendered void under sub-paragraph (3) below.

3

Any provision contained in the rules of a building society shall be void to the extent that it would have the effect of requiring a qualified member, for the purposes of sub-paragraph (1) above,—

F6a

to have been a member for more than two years ending with the qualifying date; or

b

if he claims eligibility as a shareholding member, to hold, or to have held at any time, shares in the society to a value greater than the prescribed amount in force on the qualifying date; or

c

if he claims eligibility as a borrowing member, to owe to the society, or to have owed to the society at any time, a mortgage debt of an amount greater than the prescribed amount in force on the qualifying date;

and for the purposes of this sub-paragraph the qualifying date is the date on which the notice is given to the society under sub-paragraph (1) above.

4

Sub-paragraph (1) above does not require a building society to send notices of a resolution or copies of a statement to members of the society in any case where—

a

publicity for the resolution or, as the case may be, the statement would be likely to diminish substantially the confidence in the society of investing members of the public; or

b

the rights conferred by sub-paragraph (1) are being abused to seek needless publicity for defamatory matter or for frivolous or vexatious purposes;

and that sub-paragraph shall not be taken to confer any rights on members, or to impose any duties on a building society, in respect of a resolution or statement which does not relate directly to the affairs of the society.

5

If the rules of a building society so provide, sub-paragraph (1) above does not require notice of a resolution to be given to members of the society if the resolution is in substantially the same terms as any resolution which has been defeated at a meeting or on a postal F7or electronic ballot during the period beginning with the third annual general meeting before the date on which notice of the resolution is given to the society.

6

No copies of a statement with respect to a resolution shall be sent to members of a building society if, on any of the grounds in sub-paragraph (4) or (5) above, the society does not give the notice of the resolution to them required by sub-paragraph (1)(a) above.

7

The F11PRA shall hear and determine any dispute arising under sub-paragraph (4)(a) above, whether on the application of the building society or of any other person who claims to be aggrieved.

8

If a building society fails to comply with the requirements of sub-paragraph (1) above where notice is duly given under that sub-paragraph, the society shall be liable on summary conviction to a fine not exceeding level 4 on the standard scale and so shall any officer who is also guilty of the offence.

F109

For the purposes of this paragraph “liquid assets” and “fixed assets”, in the case of societies which produce IAS individual accounts or IAS group accounts, have the same meaning as given in section 6(16).