On this page:
Displaying a co-operative name
The co-operative's name must appear on its:
- common seal
- publications
- business documents.
A notice must be displayed at the co-operative's registered office:
- stating the co-operative's name
- identifying the registered office.
Annual general meeting
The co-operative must hold its first annual general meeting (AGM) within 18 months of registration.
Subsequent AGMs must be held within five months of the end of the co-operative's financial year (specified in its rules), or at a time approved by the Registrar. AGMs are generally held in the form of a physical meeting.
You can use alternative means to hold meetings, including teleconference or videoconference, as long as this is allowed under the rules of your co-operative and you follow the requirements of the rules and the Co-operatives National Law (Victoria) (CNL).
The CNL permits directors to hold board meetings or transact co-operative business outside physical meetings by the use of technology that allows the board to clearly and simultaneously communicate and share documents with each other. Meetings of the board can also be held by circulation of papers without the board members being physically present together. Circulation of papers can occur by use of technology.
The rules of some co-operatives permit the use of proxy voting and/or postal ballot. It is strongly advised that prior to acting under any of these provisions, a co-operative seeks independent legal advice to ensure the board is acting in accordance with its regulatory requirements.
You can apply for an extension or shortening of time to change the date to hold your AGM if you have reasons for this via myCAV.
The co-operative’s directors must present reports containing its financial statements at the AGM.
Determining reporting requirements
Different reporting requirements apply for small and large co-operatives.
A co-operative is small if it satisfies at least two of the following criteria:
- the consolidated revenue of the co-operative and the entities it controls (if any) is less than $8 million for the previous financial year
- the value of the consolidated gross assets and the entities it controls (if any) is less than $4 million at the end of the previous financial year
- the co-operative and the entities it controls (if any) had fewer than 30 employees at the end of the previous financial year
The co-operative must also have:
- no securities on issue to non members during that year other than securities issued to former members on the cancellation of their membership; or
- not issued shares to more than 20 members in a financial year; or, if it has done this, the amount raised by issuing those shares does not exceed $2 million.
All other co-operatives are large co-operatives.
Small co-operatives - financial reporting
Each financial year, a small co-operative must prepare a report for its members containing the:
- income and expenditure statement setting out the appropriately classified individual sources of income and individual expenses incurred in the operation of the co-operative
- balance sheet (including appropriately classified individual assets and liabilities of the co-operative)
- statement of changes in equity
- cash flows statement (if consolidated revenue of the co-operative and any of its controlled entities is $750,000 or greater, or the value of consolidated gross assets is $250,000 or greater).
The financial statements must present a true and fair view of the co-operative’s financial position, performance and cash flows. They must also include:
- comparative figures for the previous financial year; and
- a statement of significant accounting policies.
An audit or review of a small co-operative’s financial statements and/or additional financial reports, may be required if it is:
- specified in the co-operative’s rules
- requested by its members or the Registrar.
Large co-operatives - financial reporting
Each financial year, a large co-operative must prepare and present to its members:
- the financial report for the year
- the directors' report for the year
- an independent auditor's report on the financial year.
The financial report must be prepared in accordance with the Australian accounting standards. It must include the co-operative's:
- income statement
- balance sheet
- statement of changes in equity
- cash flows statement
- directors’ declaration
- notes to the accounts. These must include:
- notes required by the accounting standards
- disclosure required by the national regulations
- any other information necessary to give a true and fair view.
For more information on Australian accounting standards, visit Australian Accounting Standards Board.
A large co-operative must also have its financial report for the financial year audited in accordance with the Corporations Act 2001, and obtain an auditor's report. We recommended using our Annual report - auditor's report.
Our annual general meeting report templates:
Annual report
Towards the end of the co-operative's financial year, the Registrar will send you an email which can be accessed via myCAV to submit the annual report. The information required depends on the size of the co-operative, as identified in the co-operative's previous financial reporting.
Within 28 days of the AGM, complete the annual report via myCAV including all information specified. If the details of the co-operative or its office holders have changed, you can update these details in your myCAV account.
How to lodge
- The secretary of the co-operative will receive an email to access the myCAV account to submit the annual report online towards the end of the co-operatives financial year end date. The email will include a link to the myCAV sign in page.
- Once you are in myCAV, enter your email address and password, then click the ‘sign-in’ button. This will open your myCAV account.
- Once you are in myCAV, you will see your co-operatives name under the Licences and registrations section. Below the name, click on the Statements button. You will see the text ‘Co-operative annual report, with the annual report [year] available to lodge’. Click ‘Lodge’. This will open the annual statement form. You will also be asked to review and update the co-operatives details.
Reporting and document requirements
Different reporting requirements and fees apply for small and large co-operatives.
Payment required
To complete the annual report you must make a payment to Consumer Affairs Victoria by Visa or Mastercard (debit/credit card) or BPAY.
You will be presented with a summary of the fee payable based on the size of the co-operative. You can find details of the current fee amounts on our Fees and forms - Co-operatives page.
If you select to pay via BPAY your transaction will not be lodged until we receive payment. Payment must be made within 14 days or the transaction may be cancelled. You can view or download a copy of the Tax Invoice from the ‘Notifications and alerts’ section on your myCAV home page.
Contact your bank or financial institution to make a BPAY payment via internet or phone banking using the BPAY biller code details provided. Do not save the BPAY details, as they will change each time you make a payment and are valid for that transaction only. If you have recently paid, it may take up to 5 business days for the payment to be received.
After you pay
When we receive the payment:
- we will send an email notification to your myCAV account {transactor email address} with a receipt.
- a copy of the information submitted will be available in myCAV for you to download.
- the transaction will be submitted for processing.
You may be required to provide further information. If this is the case, we will contact you. You can monitor your transaction’s progress via your myCAV home page.
Application for extension or shortening of time
This is available in your myCAV account from the co-operatives registration page. You will be asked to:
- confirm your details
- confirm the co-operative organisation details
- confirm what are you applying to extend or shorten. This may include an extension to hold the annual general meeting (AGM), submit an annual report or notice periods. You cannot use this form to apply for changing the financial year end date. This must be carried out via a change of rules.
- supply supporting information including dates of the requested extension or shortening of time and reasons for applying.
- provide payment, see Fees and forms - Co-operatives for more details.
Keeping records
Directors must keep registers of:
- members, directors and shares
- loans to, securities given by, debentures issued by and deposits received by the co-operative
- names of people who have given loans or deposits to, or hold securities or debentures given or issued by the co-operative
- loans made or guaranteed by the co-operative, and any securities taken
- memberships cancelled under Part 6 of the Co-operatives Act 1996
- fixed assets
- subordinated debt.
It is an offence to falsify accounts, accounting records, prescribed documents or registers.
As a guide to drafting the co-operative's own register of members and shares, download our example Registration of new co-operative - register of members and shares (Excel) or Registration of new co-operative - register of members and shares (Word).
Duties of directors and officers
Directors and officers of co-operatives have certain obligations and duties under the Co-operatives National Law. These include:
Acting honestly
Theft or misuse of co-operative funds and property is a serious offence, as is taking decisions knowing they could be harmful to the co-operative's interests.
Acting with care and diligence
Directors and officers should be:
- adequately informed (seeking professional advice if necessary)
- active at board meetings in response to directors' proposals and their effects on the co-operative
- aware of management direction.
Not disclosing or misusing inside or confidential information
Officers and employees (or former officers and employees) must not use their position to harm the co-operative, or to gain advantage for themselves or someone else.
Directors must disclose any conflict between personal interest and duty as a director. If such a conflict of interest occurs, the director must not be present when the matter is discussed and decided by the board (unless the board agrees otherwise).
Ensuring the co-operative can meet its financial obligations
A co-operative director must prevent the co-operative from incurring a debt if they suspect it is insolvent, or if it would become insolvent by incurring the debt.
Role of directors
Directors of smaller co-operatives may deal with all aspects of the business, such as:
- buying or leasing premises
- ordering goods and services
- operating retail outlets
- preparing banking, accounts and tax returns.
In larger co-operatives, employees are responsible for the day-to-day business issues, while the directors take on a more administrative role, focusing on:
- planning long-term business and financial strategies
- assessing business performance
- researching new opportunities
- appointing executives
- maintaining good employee relations
- deciding profit distribution among shareholders.
Informing us of changes
Keep us informed when changes are made to your co-operative's registration, including change of office holders or change of address.
Different time requirements apply according to the change being made. Find more information about making changes to a co-operative.