Stemming from the cooperative movement, the cooperative society is a society whose members work towards common objectives and share common values. These goals are to bring people together to meet common needs through an enterprise they own and run democratically. Originally, it was a form of company whose particular mode of operation deviated from the principles and values of commercial joint-stock companies.
Characteristics of cooperative societies
In Belgium, the cooperative society (SC in French) is a specific form of company which has the characteristic of having a variable number of members and pursuing a cooperative purpose.
Incorporation formalities
Incorporating an SC requires three founders, unlike other types of companies. The failure to comply with this substantial formality may result in the deed of incorporation being declared invalid.
The procedure for setting up a cooperative society is as follows:
- An SC must be incorporated by an authenticated deed (before a notary).
- The main purpose of the SC is to satisfy the needs and/or develop the economic and/or social activities of its shareholders or interested third parties, in particular by concluding agreements with them for the supply of goods or services or the performance of work in the context of the activity that the SC pursues or commissions.
- The SC may also be intended to meet the needs of its shareholders or its parent companies and their shareholders or interested third parties, whether or not through the intervention of subsidiaries.
- The purpose of the SC may also be to promote their economic and/or social activities through participation in one or more other companies.
- Contributions in kind must be the subject of a report drawn up by an auditor (art. 6:8 of the Companies and Associations Code).
- The cooperative purpose and the values of the SC are set out in the articles of association and, where appropriate, supplemented by a more detailed explanation in an internal regulation or charter.
Approval of cooperative societies
SCs for which the articles of association and operations comply with cooperative values and principles can obtain approval from the Minister of the Economy, and thus become a member of the general assembly of the National Council for Cooperation, Social Entrepreneurship and Agricultural Enterprise (CNC in French). The CNC is a consultative body made up of approved cooperative societies and groupings of cooperative societies that promotes the cooperative principles and ideal as defined, inter alia, by the International Cooperative Alliance.
