A co-operative or co-op is a business that is owned and controlled by its members in order to provide goods or services to those members. Each member pays a membership fee or purchases a membership share and has one vote regardless of the amount of money they have invested in the co-op. The co-op's assets are collectively owned, and surplus earnings are allocated to the members according to the policies established by the co-op.
Co-operative associations are incorporated under the Co-operative Associations Act. Unlike societies, they are permitted to carry on business for profit. Unlike business corporations they are not required to have a share structure, but can set themselves up with a membership structure similar to a society.
The Supervisor of Co-operative Associations is the first point of inquiry for matters pertaining to co-operative associations. Corporate Registries is responsible only for the registration of incorporation documents and subsequent amendments to those documents.
Incorporation of a co-operative association requires submission of the following to the Supervisor of Co-operative Associations:
- a memorandum of association, in duplicate, signed by a minimum of five initial members and a witness to each of their signatures (names, addresses, and occupations of everyone signing must be included);
- any amendments to the standard co-operative bylaws, in duplicate; and
- the incorporation fee of $100.00, payable to the Government of the Northwest Territories.
There is no prescribed form for the memorandum of association, but it must contain the information set out in section 3(2) of the Co-operative Associations Act and otherwise comply with the Act.
Bylaws are the rules that govern your co-op. They specify members' rights and responsibilities in order to limit misunderstandings and conflict. Standard bylaws are set out in the regulations to the Act, and apply automatically. A co-op may adopt supplemental bylaws adding to or replacing specific provisions of the standard bylaws as long as they are not in contravention of the Co-operative Associations Act.
Annual filing requirements
Every year a co-op must file an annual return accompanied by financial statements certified by an auditor appointed by the association and approved by the Supervisor of Co-operative Associations. A suggested form is provided for the preparation of annual returns. Filings must be submitted to the Supervisor of Co-operative Associations within 90 days of the association's fiscal year end.
You can search for business names (sole proprietorships) and partnerships, territorial and extra-territorial corporations, non-profit societies, co-operative associations, and other entities registered in the Northwest Territories online using the Corporate Registries Online System. Basic information such as the legal name, status, and type of organization is available free of charge. A full entity profile including scanned copies of documents filed by the organization can be accessed for a fee.