Section 9 in Rajasthan Co-operative Societies Rules, 2003
9. Change of form and extent of liability.
(1) A society willing to change its liability may do so by an amendment in its bye-laws subject to the provisions of this rule. The Change of liability of a society from unlimited to limited, and vice versa or in terms of multiple of share capital, shall be secured by passing a special resolution in that behalf at a general meeting of the society specially called for the purpose indicating in clear terms the manner of changing the liability. The society shall give thirty days notice in writing of such meeting to all its members and creditors and shall furnish them with copies of the resolution proposed to be moved at the meeting. After the resolution is duly moved and passed as a special resolution, a copy thereof shall be sent to the Registrar within thirty days of its passing.(2)Every notice to be given by the society under sub-rule (1) be sent by post under certificate of posting or otherwise to the address of each of its members and creditors as recorded in the books of the society A copy of such notice shall be exhibited on the notice board of the society and a copy shall also be sent to the Registrar for exhibition on the notice board in his office and thereupon, notice of the resolution to change the form or extent of its liability shall be deemed to have been duly given to all its members and creditors, notice not being sent to their correct address or notice not being received by them, notwithstanding.(3)After the passing of the special resolution regarding the change of liability another notice of thirty days shall be given to each of the members and creditors in the manner specified under sub-rule (2), who may opt to withdraw his shares, loans or deposits, the value of a share of a member in a society shall be ascertained as follows :-(a)In case of a society with unlimited liability, the value of a share shall he the actual amount received by the society in respect of such share.(b)In the case of a society with limited liability, the value of a share shall be the amount arrived at by a valuation based on the financial position of the society as shown in the last audited balance sheet, provided that it shall not exceed the actual amount receive by the society in respect of such share.(4)Any member or creditor desiring to exercise the option under sub-rule (3) shall inform the society accordingly in writing, and when he does not propose to withdraw his entire shares or deposits, the member or creditor shall clearly indicate in writing the extent of his withdrawal. The society shall examine and draw up a scheme for orderly payment of all claims in an equitable manner including shares, the value of which shall be ascertained in accordance with the provisions of sub-rule (3). The scheme may also provide for settlement of claims by mutual agreement. Where the Registrar does not approve the scheme on the ground of impracticability or undesirability, the resolution passed by the society under sub-rule (1) shall be ineffective, and the form and extent of liability of a society shall not be deemed to be changed in accordance with the resolution passed aforesaid.(5)After the Registrar approves the scheme, the society shall make payment to members and creditors who have opted to withdraw their shares, leans and deposits and, make a report to that effect to the Registrar and furnish the Registrar with a proposal to amend the bye-laws of the society duly passed in that behalf. On receipt of the proposal, the Registrar shall, after ascertaining that all claims made under sub-rule (2) have been met in full, register the amendment in accordance with the provisions of section 10.
