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BUILDING SOCIETIES ACT.

ARRANGEMENT OF SECTIONS.

   Section

PART I
PRELIMINARY.

   1.   Interpretation.

   2.   Appointment of registrar of building societies.

   3.   Certificates, etc. to be evidence.

   4.   Indemnity of officers.

PART II
FORMATION AND REGISTRATION.

   5.   Maintenance of register.

   6.   Formation of building societies.

   7.   Commencement of business.

   8.   Provisions as to names.

   9.   Contents of rules.

   10.   Common seal.

   11.   Registered office.

PART III
MANAGEMENT OF BUILDING SOCIETIES.

   12.   Directors.

   13.   Secretary.

   14.   Auditors.

   15.   Officers to give security.

   16.   Officers to account.

   17.   Officers not to accept gifts.

   18.   Restriction of payment of commissions.

   19.   Provisions excluding liability of officers forbidden.

   20.   Powers of courts to grant relief.

PART IV
POWERS OF BUILDING SOCIETIES.

   21.   Power to borrow.

   22.   Power to hold land.

   23.   Power to make advances to members.

   24.   Power to invest.

   25.   Power to carry on business abroad.

   26.   Dividends payable out of profits.

PART V
MEETING AND PERIODICAL RETURNS.

   27.   Annual general meeting.

   28.   Other meetings.

   29.   Annual account and statement.

   30.   Returns of sales and transfers.

PART VI
MISCELLANEOUS PROVISIONS.

   31.   Books and records to be kept.

   32.   Rules to be binding.

   33.   Duty to supply copies of rules.

   34.   Evidence of rules.

   35.   Minors.

   36.   Shares may be held jointly.

   37.   Prohibition of balloting.

   38.   Implied warranty.

   39.   Notice before repayment.

   40.   Payment of small sums on intestacy.

   41.   Exercise of power of sale.

   42.   Withholding or misapplying property.

PART VII
CHANGE OF NAME, ADDRESS, OFFICERS AND CONSTITUTION.

   43.   Change of name.

   44.   Change of address.

   45.   Change of directors.

   46.   Alteration of rules.

   47.   Offences and penalties.

PART VIII
AMALGAMATION OF SOCIETIES AND TRANSFER OF ENGAGEMENTS.

   48.   Amalgamation of societies.

   49.   Transfer of engagements.

   50.   Special provisions for transfer and amalgamation.

   51.   Registration of unions and transfers of engagements to operate as conveyance.

   52.   Union or transfer of engagements not to prejudice creditors.

PART IX
DETERMINATION OF DISPUTES.

   53.   Arbitration.

   54.   Jurisdiction of the High Court.

   55.   Determination to be final.

PART X
POWERS OF THE REGISTRAR.

   56.   Power to require production of books, etc.

   57.   Power to cause inspection of books.

   58.   Power to appoint inspector.

   59.   Power to forbid invitations for subscriptions, etc.

   60.   Power to suspend or cancel registration.

PART XI
TERMINATION, DISSOLUTION AND WINDING UP.

   61.   Termination and dissolution.

   62.   Instruments of dissolution.

   63.   Winding up.

   64.   Obligations of liquidators and trustees.

   65.   Liability of members.

   66.   Account and balance sheet on dissolution.

   67.   Dissolution by award of registrar.

PART XII
BUILDING SOCIETIES INCORPORATED OUTSIDE UGANDA.

   68.   Registration of foreign building societies.

   69.   Provisions of Act generally to apply.

PART XIII
RULES AND REGULATIONS.

   70.   Rules and regulations.

PART XIV
GENERAL.

   71.   Defence to charge against officers.

      Schedule   Classes of additional security which may be taken into account in determining the amount of advances to members.

CHAPTER 108
BUILDING SOCIETIES ACT.

Commencement: 23 June, 1955.

   An Act to provide for the formation and registration of building societies and other matters incidental thereto and connected therewith.

PART I
PRELIMINARY.

1.   Interpretation.

   In this Act, unless the context otherwise requires—

   (a)   "basic advance", in relation to any advance made or to be made by a building society for the purpose of its being used in defraying the purchase price of land, means the maximum amount which the society would consider proper to advance upon the security of that land if no other security were taken by the society;

   (b)   "building society" means a society formed for the purpose of raising by the subscriptions of members a stock or fund from which to make advances to members and registered in accordance with this Act;

   (c)   "continuing arrangement" means any arrangement made between a building society and another person by which, in contemplation of a series of advances comprising excess advances being made by the society to members for the purpose of their being used in defraying the purchase prices of lands, that person undertakes to give to the society a series of guarantees, each of which is to secure sums payable to the society in respect of such an advance;

   (d)   "dispute" means a dispute between a building society and a member or any representative of a member in his or her capacity of a member of the society, unless by the rules for the time being it shall be otherwise expressly provided, and in the absence of such express provision shall not apply to any dispute between any such society and any member of the society or other person as to the construction or effect of any mortgage deed or any contract contained in any document, other than the rules of the society, and shall not prevent any society, or any member of the society or any person claiming through or under the member, from obtaining in the ordinary course of law any remedy in respect of any such mortgage or other contract to which he or she or the society would otherwise be by law entitled;

   (e)   "excess advance" means, in relation to any advance, the amount by which the advance exceeds the basic advance;

   (f)   "land" includes every estate and interest in land;

   (g)   "Minister" means the Minister responsible for finance;

   (h)   "register" means the register of building societies to be kept by the registrar under the provisions of section 5;

   (i)   "registrar" means the registrar of building societies appointed under section 2 and includes a deputy registrar and an assistant registrar;

   (j)   "special resolution" means a resolution passed by not less than three-fourths of the members of a building society present and entitled to vote at any general meeting of which notice specifying the intention to propose that resolution has been duly given according to the rules of the society.

2.   Appointment of registrar of building societies.

   The Minister shall appoint a registrar of building societies to perform the duties and exercise the powers imposed and conferred by this Act, and may appoint a deputy registrar and any number of assistant registrars who shall be subject to the directions of the registrar of building societies.

3.   Certificates, etc. to be evidence.

   Any certificate of incorporation, certificate of registration or other document relating to a building society purporting to be signed by the registrar shall, in the absence of any evidence to the contrary, be admissible as evidence without proof of the signature.

4.   Indemnity of officers.

   The registrar shall not, nor shall any person acting under the authority of the registrar or under any regulation made in pursuance of this Act, be personally liable for or in respect of any act or matter done in good faith in the exercise or supposed exercise of the powers conferred by this Act or by any regulation made in pursuance of this Act.

PART II
FORMATION AND REGISTRATION.

5.   Maintenance of register.

   The registrar shall keep a register of building societies in which he or she shall record, in respect of all building societies registered under section 6 or 68, the following particulars—

   (a)   the name of the society;

   (b)   the situation of the registered office and the postal address of the society;

   (c)   such other information as the registrar may determine.

6.   Formation of building societies.

   (1) Any seven or more persons intending to form a building society may in general meeting adopt rules in compliance with section 9 and shall within 14 days thereafter, or such extended period as the registrar (either before or after the expiration of such 14 days) may allow, send to the registrar an application for registration in the prescribed form accompanied by two copies of such rules.

   (2) If the registrar is satisfied that the application and the rules are in compliance with this Act and any regulations made under it, he or she shall enter the prescribed particulars relating to it in the register; and thereupon the society shall become a body corporate by its registered name with perpetual succession until terminated or dissolved under the provisions of this Act.

   (3) The registrar shall issue a certificate of incorporation in the prescribed form to every building society registered under the provisions of this section.

7.   Commencement of business.

   No building society shall commence business until it has obtained a certificate of incorporation issued under the provisions of section 6.

8.   Provisions as to names.

   (1) No building society may be registered with a name identical with that of any building society previously registered and still subsisting, or so nearly resembling the same as to be likely to deceive unless such subsisting society is in course of being terminated or dissolved and consents to such registration, or which is, in the opinion of the registrar, undesirable.

   (2) The name of every building society shall end with the words "Building Society".

   (3) A building society shall not use any name or title other than its registered name.

9.   Contents of rules.

   The rules of every society shall set forth—

   (a)   the name of the society and the chief office or place of meeting for the business of the society;

   (b)   the manner in which the stock or funds of the society is or are to be raised;

   (c)   the terms upon which shares are to be issued and withdrawn and the manner in which contributions are to be paid to the society;

   (d)   whether preferential shares are to be issued and, if so, within what limits;

   (e)   the manner in which advances are to be made and repaid; the deductions, if any, for premiums and the conditions upon which a borrower can redeem the amount due from him or her before the expiration of the period for which the advance was made, with tables, where applicable in the opinion of the registrar, showing the amount due from the borrower after each stipulated payment;

   (f)   the manner in which losses are to be ascertained and provided for;

   (g)   the manner in which membership is to cease;

   (h)   whether the society intends to borrow money and if so, within what limits not exceeding those prescribed by this Act;

   (i)   the purposes to which the funds of the society are to be applied and the manner in which they are to be invested;

   (j)   the manner of altering and rescinding the rules of the society and of making additional rules;

   (k)   the manner of appointing, remunerating and removing the board of directors, or committee of management, auditors and other officers;

   (l)   the manner of calling general and special meetings of the members;

   (m)   provision for an annual or more frequent audit of the accounts and inspection by the auditors of the mortgages and other securities belonging to the society;

   (n)   whether disputes between the society and any of its members or any person claiming by or through any member or under the rules shall be settled by reference to the High Court or to the registrar or to arbitration;

   (o)   provision for the device, custody and use of the common seal of the society;

   (p)   provision for the custody of the mortgages and other securities belonging to the society;

   (q)   the powers and duties of the board of directors, or committee of management and other officers;

   (r)   the fines and forfeitures to be imposed on members of the society; and

   (s)   the manner in which the society shall be terminated or dissolved.

10.   Common seal.

   (1) Every building society shall have a common seal which shall bear the registered name of the society.

   (2) A building society which is by its rules permitted to carry on its business outside Uganda may, if authorised by its rules, have for use in any territory, district or place not situate in Uganda an official seal, which shall be a facsimile of the common seal of the society, with the addition on its face of the name of every territory, district or place where it is to be used.

   (3) A deed or other document to which an official seal is duly affixed shall bind the society as if it had been sealed with the common seal of the society.

11.   Registered office.

   Every building society shall have a registered office and postal address in Uganda to which all communications and notices may be addressed.

PART III
MANAGEMENT OF BUILDING SOCIETIES.

12.   Directors.

   (1) Every building society shall have a board of directors or committee of management consisting of three or more persons, of whom the secretary may but need not be one.

   (2) The duties of every director or member of the committee of management of a building society shall include the duty of satisfying himself or herself that the arrangements made for assessing the adequacy of securities to be taken in respect of advances to be made by the society are such as may be reasonably expected to ensure that the adequacy of any security to be so taken will be assessed by a competent and prudent person experienced in the matters relevant to the determination of the value of that security.

   (3) Nothing in this subsection shall be construed as precluding a director or member of the committee of management of a building society from approving arrangements referred to in subsection (2) by reason only that the arrangements provide for the assessment of the adequacy of such security by himself or herself or any other director or member of the committee of management of the society.

13.   Secretary.

   (1) Every building society shall have a secretary.

   (2) Any duty or power authorised to be done or exercised by the secretary may, if the office is vacant or there is for any other reason no secretary capable of acting, be done or exercised by any assistant or deputy secretary capable of acting, or by an officer of the society authorised generally or specially in that behalf by the board of directors or committee of management.

14.   Auditors.

   Every building society shall have one or more auditors, who shall be persons approved for that purpose by the registrar.

15.   Officers to give security.

   Every officer of a building society

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