Part 1 Preliminary
1 Name of regulation
This regulation is the Co-operatives (New South Wales) Regulation 2025.
2 Commencement
This regulation commences on 1 September 2025.Note—This regulation replaces the Co-operatives (New South Wales) Regulation 2020, which is repealed on 1 September 2025 by the Subordinate Legislation Act 1989, section 10(2).
3 Definitions
(1) In this regulation—CNL means the Co-operatives National Law (NSW).CNR means the Co-operatives National Regulations (NSW).fee unit, for Schedule 1—see Schedule 1, Part 2, section 1.the Act means the Co-operatives (Adoption of National Law) Act 2012.Note—The Act and the Interpretation Act 1987 contain definitions and other provisions that affect the interpretation and application of this regulation.(2) Terms in this regulation that are used in the CNL have the same meanings as they have in the CNL.
Part 2 Prescription of matters for the Act, CNL and CNR
4 Unsuitable names for co-operatives—CNL, s 220(5) and CNR, r 3.7
A name is declared an unsuitable name if the Registrar is satisfied it is likely to mislead.
5 Application for transfer—CNL, s 403(b)
A co-operative may apply to be registered, incorporated or otherwise established as a corporation under—(a) the Associations Incorporation Act 2009, or(b) the Corporations (Aboriginal and Torres Strait Islander) Act 2006 of the Commonwealth, or(c) legislation of any jurisdiction that provides for the incorporation of a building society, credit union or friendly society.
6 Fees—the Act, s 18(2)(d) and (e)
(1) The fees in Schedule 1, Part 1 are prescribed in relation to the corresponding matters.(2) The fee payable for something done by or in relation to the Registrar under the Corporations Act, as applied by the CNL, is—(a) the fee specified in Schedule 1, Part 1, or(b) if no fee is specified in that part—the fee payable under the Corporations (Fees) Act 2001 of the Commonwealth.(3) The Registrar may waive, reduce, postpone or refund all or part of a fee payable or paid under the Act, the CNL, the CNR or this regulation if the Registrar is satisfied it is appropriate because—(a) the person who must pay or has paid the fee is suffering financial hardship, or(b) special circumstances exist.Example of special circumstances—circumstances involving a natural disaster or recovery from a natural disaster
Part 3 Exemptions
7 Exemptions from restrictions on registered names and trading names—CNL, ss 220(7) and 225(2)
An entity is exempt from the CNL, sections 220(4) and 225(1) if the entity is—(a) a co-operative housing society within the meaning of the Co-operative Housing and Starr-Bowkett Societies Act 1998, or(b) a company or society formed or incorporated under an Act before the commencement of the Co-operation Act 1923, or(c) a corporation that is allowed under a law of the Commonwealth, or a law of a State or Territory, to use “Co-operative”, “Cooperative”, “Co-op” or “Coop” in its name, or(d) a company that is allowed to use the expression “building society”, “credit union” or “credit society” under the Banking Act 1959 of the Commonwealth, section 66, or(e) a company that is a friendly society for the Life Insurance Act 1995 of the Commonwealth.
8 Applications for exemptions—CNL, s 621
An application for an exemption under the CNL must be—(a) made in the approved form, and(b) accompanied by the prescribed fee.
Part 4 Miscellaneous
9 Co-operatives may continue to operate under old rules—the Act, Sch 1, cl 1
(1) This section applies to a co-operative whose existing registered rules are the registered rules that applied to the co-operative, and were in force, immediately before the commencement of the Act (the old rules).(2) The co-operative may continue to operate under the old rules.(3) While the co-operative is operating under the old rules—(a) the Act, the CNL, the CNR and this regulation prevail over the old rules to the extent of an inconsistency, and(b) references in the old rules to requirements in the Co-operatives Act 1992 or the Co-operatives Regulation 2005 are taken to be references to the equivalent requirements in the Act, the CNL, the CNR or this regulation, and(c) references in the old rules to the co-operative being a trading co-operative are taken to be references to the co-operative being a distributing co-operative, and(d) references in the old rules to the co-operative being a non-trading co-operative are taken to be references to the co-operative being a non-distributing co-operative.
10 Savings
An act, matter or thing that, immediately before the repeal of the Co-operatives (New South Wales) Regulation 2020, had effect under that regulation continues to have effect under this regulation.
Schedule 1 Fees
section 6
Part 1 Fees payable
Item | Matter for which fee payable | Fee in fee units | Provision allowing fee to be prescribed |
1 | Submission of draft rules under the CNL, section 23(1)(a) | 0.73 | the Act, section 18(2)(d) |
2 | Submission of draft formation disclosure statement under the CNL, section 23(1)(b) | 2.64 | the Act, section 18(2)(d) |
3 | Application for registration of proposed co-operative under the CNL, section 26 | 0.33 | the CNL, section 26(1)(b)(ii) |
4 | Application for registration of existing corporation under the CNL, section 31 | 0.33 | the CNL, section 31(b)(ii) |
5 | Application for exemption under the CNL, section 35(5)(a) or (b) | 2.64 | the Act, section 18(2)(d) |
6 | Issue of duplicate certificate of registration under the CNL, section 37 | 0.5 | the CNL, section 37(b)(ii) |
7 | Application for prior approval of proposed rule amendment under the CNL, section 60(3) | 0.73 | the Act, section 18(2)(d) |
8 | Application under the CNL, section 63(2) for registration of amendment of rules, other than an amendment pre-approved under the CNL, section 60 | 0.3 per rule up to a maximum of 2.0 per lodgment | the Act, section 18(2)(d) |
9 | Making application for registration of amendment of rules more than 1 month after required by the CNL, section 63(2)(b) | 1.06 | the Act, section 18(2)(d) |
10 | Application for exemption under the CNL, section 71(1) | 0.73 | the Act, section 18(2)(d) |
11 | Application for registration of disclosure statement under the CNL, section 82(3)(a) | 2.64 | the Act, section 18(2)(d) |
12 | Application under the CNL, section 119(5) to extend period of carrying on business with too few members | 2.64 | the Act, section 18(2)(d) |
13 | Application under the CNL, section 152(3) for decision on member’s eligibility to vote on active membership resolution | 2.64 | the Act, section 18(2)(d) |
14 | Application for exemption under the CNL, section 171(1) | 2.64 | the Act, section 18(2)(d) |
15 | Lodgment of notice of appointment, or cessation of appointment, more than 1 month after required by the CNL, section 216(2)(b) | 1.06 | the CNL, section 604(b)(ii) |
16 | Application for exemption under the CNL, section 220(7) | 2.64 | the Act, section 18(2)(d) |
17 | Application under the CNL, section 221(1) to omit “Limited” or “Ltd” from co-operative’s name | 1.0 | the Act, section 18(2)(d) |
18 | Application under the CNL, section 222(e) for approval of abbreviation or elaboration of co-operative’s name | 1.0 | the Act, section 18(2)(d) |
19 | Application under the CNL, section 224 for approval to change co-operative’s name | 2.64 | the Act, section 18(2)(d) |
20 | Application for exemption under the CNL, section 225(2) | 2.64 | the Act, section 18(2)(d) |
21 | Giving notice of change of address more than 1 month after required by the CNL, section 226(4) | 1.06 | the Act, section 18(2)(d) |
22 | Application for exemption under the CNL, section 226(6) | 2.64 | the Act, section 18(2)(d) |
23 | Application under the CNL, section 233(2) to review voting entitlement | 2.64 | the Act, section 18(2)(d) |
24 | Registration of special resolution under the CNL, section 243 | 0.3 per resolution up to maximum of 2.0 per lodgment | the CNL, section 243(2)(c)(ii) |
25 | Filing copies of special resolution more than 1 month after required by the CNL, section 243(2)(a) | 1.06 | the CNL, section 604(b)(ii) |
26 | Application for certificate of registration of special resolution under the CNL, section 244(1) | 0.5 | the Act, section 18(2)(d) |
27 | Application for approval of disclosure statement under the CNL, section 248(3) | 2.64 | the Act, section 18(2)(d) |
28 | Lodgment of annual report by large co-operative under the CNL, section 289(1) | 2.64 | the CNL, section 604(b)(ii) |
29 | Lodgment of annual report by large co-operative more than 1 month after required by the CNL, section 289(3) | 1.06 | the CNL, section 604(b)(ii) |
30 | Lodgment of annual return by small co-operative under the CNL, section 293(1) | 0.72 | the CNL, section 604(b)(ii) |
31 | Lodgment of annual return by small co-operative more than 1 month after required by the CNL, section 293(4) | 1.06 | the CNL, section 604(b)(ii) |
32 | Application for exemption under the CNL, section 316(1) | 2.64 | the Act, section 18(2)(d) |
33 | Application for exemption under the CNL, section 317(1) | 2.64 | the Act, section 18(2)(d) |
34 | Application for exemption under the CNL, section 319(1) | 2.64 | the Act, section 18(2)(d) |
35 | Application for exemption under the CNL, section 320(1) | 2.64 | the Act, section 18(2)(d) |
36 | Application for exemption under the CNL, section 322(1) | 2.64 | the Act, section 18(2)(d) |
37 | Lodgment of disclosure document for the issue of a debenture under the Corporations Act, section 718, 719 or 719A, as applied by the CNL, section 337 | 23.24 | the CNL, section 604(b)(ii) |
38 | Application under the Corporations Act, section 741, as applied by the CNL, section 337, for exemption from or modification of a provision of the Corporations Act, Chapter 6D | 11.41 | the Act, section 18(2)(d) |
39 | Application for approval of disclosure statement under the CNL, section 338(3) | 2.64 | the Act, section 18(2)(d) |
40 | Application for approval of disclosure statement under the CNL, section 343(3)(a) | 2.64 | the Act, section 18(2)(d) |
41 | Application for exemption under the CNL, section 343(10) | 2.64 | the Act, section 18(2)(d) |
42 | Application for approval of statement about CCUs, or terms of issue of CCUs, under the CNL, section 350(1)(b) and (c) | 2.64 | the Act, section 18(2)(d) |
43 | Application for exemption under the CNL, section 359(3) | 2.64 | the Act, section 18(2)(d) |
44 | Application to permit higher maximum level of share interest in co-operative under the CNL, section 363(2) | 2.64 | the Act, section 18(2)(d) |
45 | Application for exemption under the CNL, section 372(1) | 2.64 | the Act, section 18(2)(d) |
46 | Application for Registrar’s approval under the CNL, section 374(1)(b) to make share offer | 23.24 | the Act, section 18(2)(d) |
47 | Application to extend, under the CNL, section 376(5), the period for board to consider a share offer of a kind specified in the CNL, section 373(1) | 2.64 | the Act, section 18(2)(d) |
48 | Application for exemption under the CNL, section 380(1) | 11.41 | the Act, section 18(2)(d) |
49 | Application for Registrar’s consent under the CNL, section 396(2) | 0.73 | the Act, section 18(2)(d) |
50 | Application for approval of disclosure statement under the CNL, section 397(2) | 2.64 | the Act, section 18(2)(d) |
51 | Application for exemption under the CNL, section 397(4) | 2.64 | the Act, section 18(2)(d) |
52 | Application under the CNL, section 398(1) for approval of merger or transfer of engagements | 0.73 | the Act, section 18(2)(d) |
53 | Application for exemption under the CNL, section 404(4) | 2.64 | the Act, section 18(2)(d) |
54 | Application for Registrar’s permission under the CNL, section 416(1)(a) to shorten notice period | 0.73 | the Act, section 18(2)(d) |
55 | Application for exemption under the CNL, section 418(1)(f) | 2.64 | the Act, section 18(2)(d) |
56 | Application for statement under the CNL, section 424(1)(b) of no objection to compromise or arrangement | 2.64 | the Act, section 18(2)(d) |
57 | Filing under the CNL, section 425(4) of a Supreme Court order in relation to compromise or arrangement | 0.33 | the CNL, section 604(b)(ii) |
58 | Filing copy of Supreme Court order in relation to compromise or arrangement more than 1 month after required by the CNL, section 425(4) | 1.06 | the CNL, section 604(b)(ii) |
59 | Application for approval under the CNL, section 428(1) | 11.41 | the Act, section 18(2)(d) |
60 | Application for exemption under the CNL, section 445(3) | 2.64 | the Act, section 18(2)(d) |
61 | Application to deregister co-operative under the Corporations Act, section 601AA, as applied by the CNL, section 453 | 2.64 | the Act, section 18(2)(d) |
62 | Application for Registrar’s consent under the CNL, section 476(2)(a) | 0.73 | the Act, section 18(2)(d) |
63 | Application for approval of disclosure statement under the CNL, section 477(2) | 2.64 | the Act, section 18(2)(d) |
64 | Application for exemption under the CNL, section 477(4) | 2.64 | the Act, section 18(2)(d) |
65 | Application under the CNL, section 478(1) for approval of merger or transfer of engagements | 2.64 | the Act, section 18(2)(d) |
66 | Application under the CNL, section 531(1)(a) for special meeting | 2.64 | the Act, section 18(2)(d) |
67 | Application under the CNL, section 531(1)(b) for inquiry | 5.07 | the Act, section 18(2)(d) |
68 | Application for certificate under the CNL, section 588(1)–(3) | 0.5 | the Act, section 18(2)(d) |
69 | Inspection of register under the CNL, section 601(1)(a) | 0.3 | the CNL, section 601(5)(b) |
70 | Inspection of documents under the CNL, section 601(1)(b) | 0.3 | the CNL, section 601(5)(b) |
71 | Obtaining extract from register under the CNL, section 601(1)(c) | 0.3 | the CNL, section 601(5)(b) |
72 | Obtaining certified copy of document under the CNL, section 601(1)(d) that is— | the CNL, section 601(5)(b) | |
(a) not more than 20 pages, or | 0.5 | ||
(b) more than 20 pages | 1.0 | ||
73 | Obtaining copy of document under the CNL, section 601(1)(e) that is— | the CNL, section 601(5)(b) | |
(a) not more than 20 pages, or | 0.3 | ||
(b) more than 20 pages | 0.8 | ||
74 | Application under the CNL, section 609(1) to extend time | 0.73 | the Act, section 18(2)(d) |
75 | Application under the CNL, section 611(2)(c)(iii) to give notice to members by newspaper | 0.73 | the Act, section 18(2)(d) |
76 | Application under the CNR, regulation 1.4(5) for small co-operative declaration | 2.64 | the Act, section 18(2)(d) |
77 | Application for approval of rules to restrict voting rights under the Act, Schedule 1, section 5(1) | 2.64 | the Act, section 18(2)(d) |
78 | Application for prior approval of proposed rule amendment under the Act, Schedule 1, section 5(2) | 0.73 | the Act, section 18(2)(d) |
Part 2 Adjustment of fees for inflation
1 Calculation of fee unit for purposes of regulation
(1) For this schedule, a fee unit is—(a) in the financial year 2025–26—$126.59, and(b) in each later financial year—the amount calculated as follows—%20AND%20(No%3D0410)%20AND%20(Year%3D2025)%20AND%20(%22Historical%20Document%22%3D%222025-08-15%22))/g1.gif)
where—A is the CPI number for the March quarter of the financial year immediately preceding the financial year for which the amount is calculated.B is the CPI number for the March quarter of the financial year 2016–17.(2) The amount of a fee unit must be rounded to the nearest cent and an amount of 0.5 cent must be rounded down.(3) A fee calculated by reference to a fee unit must be rounded to the nearest dollar and an amount of 50 cents must be rounded down.(4) If the amount of a fee unit for a financial year is less than the amount for the previous financial year, the amount for the previous financial year applies.(5) As soon as practicable after the Australian Bureau of Statistics publishes the CPI number for the March quarter of a financial year, the Secretary must—(a) notify the Parliamentary Counsel of the amount of the fee unit for the next financial year to allow notice of the amount to be published on the NSW legislation website, and(b) publish, on an appropriate NSW Government website, the fees calculated under this section for each financial year.(6) A failure to comply with subsection (5) does not affect the operation of this section.(7) In this section—CPI number means the Consumer Price Index (All Groups Index) for Sydney published by the Australian Bureau of Statistics in the latest published series of the index.financial year means a period of 12 months commencing on 1 July.