Revised Laws of Saint Lucia (2021)

10.   Content of by-laws

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    (1)   A registered society shall include in its by-laws provisions respecting—

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      (a)     conditions of membership, including—

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        (i)     the rights of joint members, if any,

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        (ii)     the qualification for membership and the withdrawal of members and transfer of membership,

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        (iii)     the amount of the membership fee and the annual fee, if any, to be paid by members,

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        (iv)     the conditions on which membership ceases or may be terminated, the disposition that may be made on cessation or termination of a member's interest and the determination of the value of the member's interest, and

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        (v)     the minimum value of shares that may be held by each member;

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      (b)     subject to this Act, voting rights and the rights of making, amending and repealing by-laws, the right of members to vote by ballot and the manner, form and effect of votes at meetings;

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      (c)     directors, officers and membership of the committees of directors,

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        (i)     their qualifications, terms of office and removal,

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        (ii)     the filling of vacancies and

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        (iii)     their powers and duties;

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      (d)     the address of the registered society;

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      (e)     the distribution of the property of the society on dissolution of the society;

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      (f)     the borrowing powers of the society and the procedure for exercising those powers; and

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      (g)     any matters, in addition to those set out in paragraphs (a) to (f) that the members consider necessary or desirable.

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    (2)   Subject to subsection (3), where the by-laws require a greater number of votes of directors or members than that required by this Act to effect any action, the by-laws shall prevail.

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    (3)   The by-laws may not require a greater number of votes of members to remove a director than the number required for a special resolution.