Report On Consideration Of Senate Amendments To The Cooperatives Bill, 2024

A report of Trade, Industry And Cooperatives (National Assembly)

Published: April 2026 · 13th

Original PDF — parliament.go.ke

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DIRECTORATEOFDEPARTMENTALCOMMITTEES DEPARTMENTALCOMMITTEE ON TRADE,INDUSTRYANDCOOPERATIVES

REPORT ON:

SENATE AMENDMENTS TO THECOOPERATIVES BILL(NATIONALASSEMBLYBILL NO.7OF2024)

CLERKS CHAMBERS

DIRECTORATEOFDEPARTMENTALCOMMITTEES

PARLIAMENTBUILDINGS

NAIROBI

| ANNEXURES. | |------------------------------------------------------------------------------| | CHAIRPERSON'SFOREWORD | | CHAPTERONE | | 1.0PREFACE | | I.IESTABLISHMENTOFTHECOMMITTEE | | 1.2MANDATEOFTHECOMMITTEE | | 1.3COMMITTEEMEMBERSHIP | | 1.4COMMITTEESECRETARIAT | | 8 CHAPTERTWO | | 8 OF 2024)... | | 8 2.IINTRODUCTION. | | 2.2AMENDMENTSPROPOSEDBYTHESENATE | | CHAPTER THREE 3.0COMMITTEEOBSERVATIONSONTHESENATEAMENDMENTSTOTHECOOPERATIVES | | .41 BILL(NATIONALASSEMBLYBILLNO.7OF2024) | | 94 CHAPTERFOUR. | | 94 4.0COMMITTEERECOMMENDATIONS | | .94 4.ICLAUSESADOPTEDBYTHECOMMITTEE | | .96 4.2CLAUSESREJECTEDBYTHECOMMITTEE |

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ANNEXURES

AnnexureI:AdoptionScheduleforthisreport

Annexure2:Minutes

Annex 2 (a): Minutes of the 18th Sitting

Annex 2 (b): Minutes of the 17th Sitting

Annex 2 (c): Minutes of the I6th Sitting

Annexure3:CopyoftheAmendments

Annexure 4: The Cooperatives Bill, 2024Passed by the National Assembly

CHAIRPERSON'SFOREWORD

r d Cooperatives on its consideration of the Senate Amendments to the Cooperatives Bill (National Assembly-Bill-No.7-of2024)which-was-passed-by-the-NationalAssembly-on-3rDecember2024-and submitted to the Senate pursuant to the provisions of Standing Order I42 of the National Assembly Standing Orders. The Senate considered and passed the Bill with amendments on Wednesday, 12th November2025.

The Senate amendments to the Bill were referred to theDepartmental Committee on Trade, Industry and Cooperatives for consideration and reporting back to the House on I9th November 2025.

The Committee held meetings on Wednesday, 25th and Thursday, 26th March 2026 to consider the Senate Amendments to the Cooperatives Bill (National Assembly Bill No.7 of 2024). The Committee agreed with the amendments proposed by the Senate to: Long Title; clause 2 (commissioner, diasporabased member,reserve fund,and subsidiary); clause 4; subclause 8 (1); subclause 13 (1); paragraphs 14(2)(a) and (e); subclause 20 (5); clause 38; paragraph 44(1) (ba); subclause 47 (1); subclause 53 (2); subclauses 54 (12B), and (12C); subclause 56 (5); new subclause 57 (2A); new subclause 61 (lA); () '() (az) 99 sydeu3eued :(z) pue (1)t9 sasnejpqns :(eu) pue (!) (!)(1)e9 sydeube.ed :(z) 19 asnelpqns (iv), (vi), (vii), and (vii); clause 69; clause 70; subclause 73(12); subclauses 81(1), (2), (3), (4), (5), and t01 asnepqns :(1)101 asnelpqns :(1)66 asnelpqns :(e) (1)66 ydeu8e.ed :(z) e8 asne/p :(e) 78 asnejp :(6) (2); clause 109; clause 110; subclauses 124 (2) and (3); clause 127; subclause 128 (3); clause 131; clause (() yed) ns p1 pue :((a) () ydeed

The Committee is grateful to the Offices of the Speaker and Clerk of the National Assembly for the logistical and technical support accorded to it during its sittings. The Committee also thanks the Senate fortheirinputintotheBill.

Finally, I wish to express\_my appreciation to the Honourable Members of the Committee and the CommitteeSecretariatwhomadeusefulcontributionstowardsthepreparationandproductionofthis report.

OnbehalfoftheDepartmentalCommitteeonTrade,IndustryandCooperativesandpursuantto provisions of Standing Order 199 (6),it is my pleasant privilege and honour to present to this House theReportof theCommitteeon itsconsiderationofSenateAmendments totheCooperativesBill (National Assembly Bill No. 7 of 2024).

It is my pleasure to report that the Committee has considered the Senate Amendments to the CooperativesBill(National AssemblyBill No.7of 2024)and has the honour toreportback to the National Assembly with the recommendation that the House adopts the Committee's recommendationsontheSenateAmendments.

Hon.Benard Shinali,CBS, MP

Chairperson, Departmental Committee onTrade,Industry and Cooperatives

I.OPREFACE

I.IESTABLISHMENTOFTHECOMMITTEE

1. The Departmental Committee on Trade, Industry and Cooperatives is one of the twenty Departmental Committees of the National Assembly established under Standing Order 216 whosemandatespursuanttotheStandingOrder216(5) are asfollows: 1. Toinvestigate,inquireinto,andreportonallmattersrelatingtothemandate,management, activities,administration,operations and estimates ofthe assignedministries and departments;

ii. To study the programme and policy objectives of Ministries and departments and the effectivenessoftheirimplementation;
ili. ona quarterlybasis,monitor andreport onthe implementation of thenational budget in respectofitsmandate;
iv. Tostudyandreviewall thelegislationreferredtoit;
V. Tostudy,accessandanalysetherelativesuccessoftheMinistriesanddepartments as measuredbytheresultsobtainedascomparedwiththeirstatedobjectives;
vi. Toinvestigateandinquireinto all mattersrelatingtotheassignedMinistries and departments as they may deem necessary, and as may be referred to them by the House;
vi. Tovet andreporton all appointmentswhere theConstitution or any lawrequires the National Assembly to approve, except those under Standing Order No. 204 (Committee on appointments);
vii. Toexaminetreaties,agreements andconventions;
ix. Tomake reports and recommendations to theHouse as oftenas possible,including recommendationofproposedlegislation;
X. To consider reports of Commissions and Independent Offices submitted to the House pursuant totheprovisionsofArticle254oftheConstitution;and

12. xi.To examine any questions raised by Members on a matter within its mandate.

1.2MANDATEOFTHECOMMITTEE

2. In accordance with the Second Schedule to the Standing Orders, the Committee is mandated to consider trade, including securities exchange, consumer protection, pricing policies, commerce, industrialisation including special economic zones, enterprise promotion & development including micro, small & medium enterprises (MSMEs), and small and medium enterprises (SMEs), intellectual property, industrial standards, anti-counterfeit policies and cooperatives development. 3. In executing its mandate, the Committee oversights the Ministry of Investment, Trade and Industry; and the Ministry of Cooperatives and MSMEs.

CHAPTERONE

I.3COMMITTEEMEMBERSHIP

4. The Departmental Committee on Agriculture and Livestock was reconstituted by the House on 5th March 2025 and comprises the following Members:

Chairperson

Hon.BernardMasakaShinali,CBS,MP kolomani Constituency ODM Party

Vice-Chairperson

Hon. Marianne Jebet Kitany, MP

UDA Party

Aldai Constituency

Hon. Adhe Wario, MP

Hon.Adams Korir Kipsanai, MP Keiyo North Constituency UDA Party

North Horr Constituency KANU Party

Hon.Anthony Tom Oluoch, MP Mathare Constituency ODM Party

Hon. Alfred Kiprono Mutai, MP Kuresoi North Constituency UDA Party

Hon. (Dr.) Beatrice Kahai Adagala, MP Vihiga County

Hon. Amos Maina Mwago, MP

Starehe Constituency Jubilee Party

ANC Party

Hon. Joshua Mbithi Mutua Mwalyo, MP Masinga Constituency

Hon.Samuel Sakimba Parashina,MP Kajiado South Constituency

IndependentParty

ODMParty

Hon. Joyce Kamene, MP Machakos County WDM-K Party

Hon.John Okano Bwire, MP Taveta Constituency

WDM-K Party

Hon.Robert Githinji Gichimu,MP Gichugu Constituency UDA Party

Hon.MichaelWainainaWambugu,MP Othaya Constituency UDA Party

Hon.(Dr.)WilberforceOjiamboOundo,MP Funyula Constituency ODM Party

I.4COMMITTEESECRETARIAT

5.The Committee is facilitated by the following staff

Ms.LaureenOmusaWesonga ClerkAssistant I/Head of Secretariat

Ms.Carolyne Musyoka Hansard Reporter Il (Clerk Assistant)

Ms. Doreen Karani Principal Legal Counsel II

Ms. Priscilla Wangu Fiscal Analyst II

Ms.Pauline Sifuma Hansard ReporterIl

Ms.Priscilla Saidi

Mr. Ambrose Nguti Media Relations Officer IlI

Research OfficerIl

Ms. Margaret Wainaina Protocol OfficerI

Ms. Peris Kaburi

Serjeant-at-Arms

Mr. Kelvin Lengasi Audio Assistant

CHAPTERTWO

2.0SENATEAMENDMENTSTOTHECOOPERATIVESBILL(NATIONALASSEMBLY BILLNO.7OF2024)

2.1INTRODUCTION

6. Ichung'wah, EGH, MP, Leader of the Majority Party. 7. The Bill was published vide Kenya Gazette Supplement No. 32 of 9th February 2024 and was considered and passed with amendments by the National Assembly on 3rd December 2024. The Bill, being a Bill concerning counties was forwarded to the Senate for consideration pursuant to StandingOrder142of theNational AssemblyStandingOrders. 8. The Senate considered and passed the Bill with amendments on 12th November 2025 and transmittedtheamendmentstotheNationalAssemblyseekingconcurrence.

2.2AMENDMENTSPROPOSEDBYTHESENATE

TheSenate proposed the following amendments to the Cooperatives Bill (National AssemblyBill No. 7 of 2024):

Long Title

9. THAT, the Bill be amended by deleting the long title and substituting therefor the following new long title--

""AN ACT of Parliament to provide for the registration, management, promotion and regulation of Cooperatives; and for connected purposes".

Clause2

10.THAT,Clause2oftheBillbeamended—

a) in the definition of the word "agricultural produce" by deleting the word "agricultural" appearing at the beginning of the definition and substituting therefor the word"members".
b) by deleting the definition of the word "annual delegates meeting".
c) in the definition of the word "Commissioner" by deleting the phrase "section 5" appearing immediately after the words "under" and substituting therefor the phrase "section 8".
d) by deleting the definition of the word "County Director for Cooperatives"and substituting therefor the following new definition,"County Commissioner for Cooperatives" means the County Commissioner for Cooperatives appointed under section Il.
e) by deleting the definition of the word "primary Cooperative".

6. f)by deleting the definition of the word "secondary Cooperative"".

g) by deleting the definition of the word "special delegate meeting".
h) by inserting the following new definitions in their proper alphabetical sequence, "diaspora-based member"means a member who is a Kenyan citizen but is not resident in Kenya;"intracounty

county forpurposes ofpromoting members'common socio-economic needs and aspirations; "intercounty primary cooperative" means a primary cooperative formed for the purposes of promoting members' common socio-economic needs and aspirations which (a) was initially registered as an intracounty primary cooperative; and (b) has additional membership of at least five hundred individual persons per county from more than two counties that are not the original county of registration of the intracounty primary cooperative; "intracounty secondary cooperatives; "intercounty secondary cooperative" means a cooperative whose membership is of five or more intercounty primary cooperatives; "levy" means the payment made by cooperative for investment in fixed assets and liquid assets, shares, supporting working capital and settlement of liabilities; "subsidiary" means any company that is wholly or partially owned by acooperative.

Clause4

Il. THAT, clause 4 of the Bill be amended in paragraph (a) by deleting sub paragraph (ii) and substituting therefor the following new sub paragraph,"member economicparticipation"

clause5

12. THAT, the Bill be amended by deleting clause 5 and substituting therefor the following new clause- 5. (l) This Act shall apply to all cooperatives in Kenya.

(2) The Office of the Commissioner established under section 6, shall register—
a) an intercounty primary cooperative;

5. aCooperativeFederation;and

d) an Apex Cooperative.
(3) The office of the county commissioner for cooperatives in the respective county, shall register-
b) an intracounty secondary cooperative.
(4) A cooperative that is registered under the Sacco Societies Act shall —

10. a)comply with subsection (2) of(3) respectively;and

b) conduct business, be licensed, be regulated and be supervised by the Sacco Societies Act.
(5) This Act shall apply in any case where there is any inconsistency on any matter between this Act and any other legislation.

Clause7

13. THAT, clause 7 of the Bill be amended by renumbering the existing provision as subclause (l) and inserting the following new subclause—-

(2) The technical officers appointed under subsection (l) shall have relevant academic qualifications in cooperative management and practice and comply with Chapter Six of the Constitution.

Clause 8

14.THAT, clause 8 of the Billbe amended by-

a) deleting subclause (l) and substituting therefor the following new subclauses-

(l) Three\_months-prior\_to-a-vacancy-arising-in-the-office-of-the Commissioner, the-Public theofficeof the CommissionerforCooperativeDevelopment through advertisementin at least two daily newspapers of nationwide circulation.

(lA) ThePublicService Commission shall,within sixmonths ofavacancy arisingin theposition ofthe Commissioner,fill thevacancy through acompetitiverecruitmentprocess.

qualified for appointment as a Commissioner, unless the person has—

(a) a bachelor's degree in cooperative management, cooperative business or other related fields;

(b) a minimum of twenty years’ experience in senior management in the Public Service, ten of which should be in the cooperative sector in a position not lower than county commissioner for cooperatives;and

(c)meets therequirements of Chapter six of the Constitution.

Clause9

15.THAT,Clause9of theBillbe amended insubclause(2)—

a) by deleting the words “register all cooperatives in Kenya, and" appearing at the beginning of paragraph (c);

b) by inserting the words “intercounty primary cooperatives, intercounty secondary cooperatives”

c) by deleting paragraph (e) and substituting therefor the following new paragraph, “(e) establish

d) in paragraph (f)—

(i) by deleting the word “federations" appearing immediately after the words “affairs of' and substituting therefor the words “an intercounty primary cooperative, an intercounty secondary cooperative, a cooperative federation";

(fa) enforce remedial measures against non-compliant intercounty primary cooperative, intercounty secondary cooperative, cooperative federations and the Apex Cooperatives and, where necessary, recommend inquiries into the affairs of the cooperatives;

intercounty secondary, cooperative federations and the Apex Cooperatives in accordance to the provisions of this Act;

e) by deleting the words “governments" appearing immediately after the words “building for cooperatives" appearing in paragraph (g) and substituting therefor the words “Commissioners of Cooperatives, relevant board of directors and relevant chief executive officers";

f)by deleting paragraph (i).

g)in paragraph (i) by inserting the words“verified and certified by the National Audit Director or the County Audit Director as the case may be” appearing immediately after the words “audited financial statements".

h) by inserting the following paragraphs immediately after paragraph (n)—

campaignsoncooperatives.
(nb) supervise the elections of an intercounty primary cooperative, intercounty secondary cooperative,cooperativefederation and the apexcooperative.

Clause 10

16. THAT, clause 10 of the Bill be amended by renumbering the existing provision as subclause (l) and inserting the following new subclause——

2) The Commissioner shall prepare and submit an annual report on the performance of all cooperatives to Parliament and the Cabinet Secretary within six months after the end of the financial year.
3) The report shall contain the following information—
a) the number if any of cooperatives registered and deregistered.
b) the number if any of inspections and inquiries carried out.

6. c)thenumber if anyof boardof directorsfound liable undertheAct.

d) the number if any of cooperatives that are at risk of liquidation or have been liquidated.

Clause II

17.THAT,clauseIIoftheBillbeamended

a) in the marginal note by deleting the word "Director" appearing immediately after the word "Office of the County"' and substituting therefor the word "Commissioner".
b) in subclause (l) by deleting the word "Director" appearing immediately after the word "Office of the County" and substituting therefor the word "Commissioner".
c) in subclause (2) by deleting the word "Director" appearing immediately after the word "Office of the County" and substituting therefor the word "Commissioner".

Clause12

18.THAT,clauseI2oftheBillbeamended—
a) in the marginal note by deleting the word "Director" appearing immediately after the word "Office of the County" and substituting therefor the word "Commissioner".
b) in subclause (l) by deleting the word "Director" appearing immediately after the word "Office of County"and substituting therefor the word "Commissioner"
c) in subclause (2) by inserting the words "and shall comply with Chapter Six of the Constitution" immediately after the words "in cooperative management and practice".

Clause13

19.THAT,ClauseI3of theBillbe amendedby-
a) deleting the word "Director" appearing after the words "Office of County"" in the marginal note and substituting therefor the word "Commissioner".
b) deleting subclause (l) and substituting therefor the following new subclauses—
(l) Three months prior to a vacancy arising in the position of the County Commissioner for Cooperatives, the County Public Service Board shall invite applications from persons who qualify for appointment to the office of the County Commissioner for Cooperatives

(IA) The County Public Service Board shall, within six months of a vacancy arising in the position of the County Commissioner for Cooperatives, fill the vacancy through a competitiverecruitmentprocess.
c)deleting subclause (2) and substituting therefor the following new clause,"A person is qualified forappointment-as-a-County-commissioner-for-cooperatives,if-the-person-has
(b)a minimum of tenyears'experience in cooperative management and practice;and
(a) a bachelor's degree in cooperative management or cooperative business;
(c) meets the requirements of Chapter Six of the Constitution.

Clause14

20.THAT,ClauseI4of theBillbe amended in subclause 2—
a) deleting the word "Director"appearing after the words "of the County"in the marginal note and substituting therefor the word "Commissioner"
b) by renumbering the current paragraph (a) as (b) and inserting the following new paragraph (a), "advice the County Executive Committee Member on the growth and development of cooperativesinthecounty".
c) by inserting the following new paragraphs immediately after paragraph (a)—
(ab) maintain a county cooperatives register;
(ac) implement national integrated systems for the registration and management of cooperatives and submit county annual returns to the Commissioner;
secondary cooperatives and,where necessary,recommend inquiries into their affairs;
(ae)petition the High Court for the liquidation of intracounty primary and intracounty secondarycooperativewhere appropriateinaccordancetotheprovisionsof thisAct;
(af)register audited financial statements certifiedby thecountyauditdirector;and
(ag) promote alternative dispute resolution mechanisms for disputes relating to intracounty primary and intracounty secondary cooperatives and their members.
d) by renumbering the current paragraph (b) as (ba) and inserting the words "intracounty primary
e) in paragraph (c) by inserting the words "intracounty primary and intracounty secondary" immediately after the words "supervise the elections of'.
f)by deleting paragraph (e).
g)inparagraph(f) by deleting the word"cooperatives in the counties"appearing immediately after the words"capacity building of'and substituting therefor the words"the board of directors and chief executive officers of cooperatives in the county".
h) by deleting paragraph (i) and substituting therefor the following new paragraph, "promote partnerships between intracounty primary and intracounty secondary cooperatives and relevant stakeholders, including financial institutions, government agencies, and private sector players, to enhancecooperativedevelopment".

Clause15

21.THAT,ClauseI5oftheBillbeamended—
a) by deleting the word "Director" appearing after the words "by the County" in the marginal note andsubstitutingtherefor theword"Commissioner".

b) by renumbering the existing provision as subclause (l) and inserting the following new subclauses-

2. the performance of all their respective intracounty primary and intracounty secondary cooperatives to the Commissioner, County Assembly, and the County Executive Committee Memberwithin three months after the end of the financial year.

(3) The report shall contain the following information——
a) the number if any of intracounty primary and intracounty secondary cooperatives registered and deregistered;
b) the number if any of inspections and inquiries carried out;

6. c)the numberif anyof board of directors found liable under theAct;and

d) the number if any of intracounty primary and intracounty secondary cooperatives that are at risk of being liquidated or have been liquidated.

Clause16

22.THAT,ClauseI6(1)oftheBillbe amendedby—
a) deleting the word "directors" appearing immediately after the words " forty-seven county"" and substituting therefor the word "Commissioners".
b) inserting the following new subclause immediately after subclause (l)—
(IA) In the absence of the Commissioner, the county commissioners for cooperatives shall nominateone of theirown to chair themeetingof theForum.

Clause19

23.THAT,ClauseI9of theBillbe amended—
a) by deleting paragraph (a) and substituting therefor the following new paragraph, "intracounty and intercounty primary cooperatives".
b) by deleting paragraph (b) and substituting therefor the following new paragraph, "intracounty and intercounty secondary cooperatives".

Clause20

24. THAT,Clause 20 of the Bill be amended—

a) by deleting subclause (3) and substituting therefore the following new subclause, "A primary Cooperative may be formed by at least twenty persons".
b) in subclause (4) by deleting the words "that do not share the same objectives or proposes"
c) by deleting subclause (5) and substituting therefor the following new subclauses—

4. their membership in any other cooperative they are already a member to the additional cooperative theyseektojoin. 5. (5A) A person who is a member of multiple cooperatives, shall before applying for a loan in any cooperative, submit a letter from each cooperative they are a member confirming the nature and extent of financial liability of theperson. 6. (5B) Despite the provisions of this Act or any other writtenlaw,cooperatives may in such manner and to such extent as the Cabinet Secretary may, in regulations prescribe,

(5C) Without prejudice to subsection (5B) and the regulations made their under, the informationmaybesharedthrough thecreditreferencebureausestablishedundersection 31 of the Banking Act.
d) by deleting subclause (6).

Clause 21

25.THAT,Clause 2I of the Billbe amended—
a) in subclause (l) by inserting the following words "or the county commissioner for cooperatives, as the case may be"immediately after the words"The Commissioner".
b) in subclause (2) by inserting the words "or the county commissioner for cooperatives, as the casemaybe"immediatelyafterthewords"totheCommissioner"

Clause 22

26.THAT,Clause 22 of the Billbe amended—
a)in subclause (2)by deleting thewords"A secondary Cooperative shall comprise of membership from at least five primary" appearing immediately after the word "A" and substituting therefor the words "An intracounty secondary Cooperative shall comprise of membership from at least five intraprimary".
b)by inserting the following new subclause immediately after subclause (2)—
(3) An intercounty secondary cooperative shall comprise of membership from at least five intercountyprimarycooperatives.

Clause 23

ina particular value chain,business line or sub-sector"immediately after the words"two secondarycooperatives"

Clause24

28. THAT, Clause 24 (2) of the Bill be amended by deleting the words "Cooperatives shall" appearing at the beginning of the subclause and substituting therefor the words"Cooperatives may".

Clause28

29. THAT, Clause 28 of the Bill be amended by inserting the words"or the county commissioner for cooperatives as the case may be,"immediately after the words "by the Commissioner" appearing in thefirstsentenceof thelastparagraph.

Clause 29

30.THAT,theBillbeamended-
a) in subclause (1)—

(i) by deleting paragraph (a) and substituting therefor the following new paragraph, "by the chief executive officer of the intracounty primary cooperative in case of registration of an intercounty primary Cooperative".
(, d mu m n e () d () least five intercounty primary Cooperatives in case of registration of an intercounty secondary Cooperative."
(ii) by inserting the words "and one primary cooperative" appearing immediately after the
b) in subclause (3)——
(i) by deleting paragraph (a) and substituting therefor the following new paragraph, "(a) in the commissioner for cooperatives of the county where the intracounty cooperative is registered".
(i) by deleting paragraph (b).
(ii) by deleting the words "and duly approved by the County Director for Cooperatives, amongst other things providing" appearing in paragraph (c) and substituting therefor the words "providing for amongst other things."
(iv) by deleting the words "County Director for Cooperatives" appearing immediately after the Words "certified by the" in paragraph (d) and substituting therefor the word "Commissioner".
c) in subclause (4) by deleting the words "county director of cooperatives or the appointed the words "presided over by the" in paragraph (a) and substituting therefor the words "Commissioner or the appointed representative in the case of an intercounty primary, an intercounty secondary cooperative, cooperative federation".
d) by deleting subclause (5).

Clause 30

31.THAT,Clause 30of theBill is amended

a) in subclause (l) by deleting the words "The Commissioner may not register a Cooperative under this Act where in the opinion of the Commissioner" appearing in the beginning of the subclause and substituting therefor the words "The Commissioner or county commissioner for cooperatives, as the case may be, may not register a Cooperative under this Act where in their opinion".
b) in subclause (2) by inserting the words "or county commissioner for cooperatives as the case may be"immediately after the words"to the Commissioner".

Clause31

32.THAT,Clause3Iof the Bill be amended—

may be" immediately after the words "by the Commissioner".
b) in paragraph (g) by inserting the words "or county commissioner for cooperatives as the case may be" immediately after the words "The Commissioner".

Clause32

33.THAT,Clause 32 of the Billbe deleted and substituted therefor with the following clause,"32.If the Commissioner or county commissioner for cooperatives, as the case may be, is satisfied that a relevant\_Cooperative\_has\_complied-with\_the-provisions-of-this-Act-and-anyRegulations-made thereunder and that its proposed by-laws are not contrary to this Act or any Regulations made thereunder, the Commissioner or county commissioner for cooperatives, as the case may be, shall register the Cooperative and its by-laws under this Act within a period not exceeding thirty days from the dateofverification".

Clause33

34. THAT, Clause 33 of the Bill be amended by inserting the words "or county commissioner for cooperatives,as the case maybe,"immediately after thewords"by theCommissioner"

Clause 34

35. THAT, Clause 34 (3) of the Bill be amended by inserting the words"or county commissioner for cooperatives, as the case may be,"immediately after the words"reason, the Commissioner".

Clause 35

36.THAT,Clause35oftheBillbeamendedby—
a) inserting the words "or county commissioner for cooperatives, as the case may be,"
b) inserting the words "or county commissioner for cooperatives, as the case may be," immediately after the words "to the Commissioner" appearing in subclause (2).

Clause37

37.THAT,Clause37oftheBillbeamended—

b) deleting subclause (3) and substituting therefor the following subclause,"(3) If the Commissioner or county commissioner for cooperatives, as the case may be, is satisfied that any amendment of the by-lawsof the Cooperative is notcontrary to this Act,theRegulations made hereunder and any other written law, they may register the amendment".
a) in subclause (2) by inserting the words "or county commissioner for cooperatives, as the case maybe,"immediately after thewords"to the Commissioner".
c) deleting subclause (4) and substituting therefor the following subclause, "(4) The Commissioner or county commissioner for cooperatives, as the case may be, may,if satisfied, that an amendment under this section was effected pursuant to a misrepresentation or concealment of a material fact or fraud by the person applying for registration, may cancel the amendment".

4. amendment of the by-laws of a Cooperative, the Commissioner or county commissioner for amendment certified by the Commissioner or county commissioner for cooperatives which shall be conclusive evidence of the fact that the amendment has been duly registered."

e) in subclause (8).by inserting the words "or county commissioner for cooperatives, as the case may be,"immediately after the words "by the Commissioner".

Clause 38

38. THAT, Clause 38 of the Bill be amended by inserting the words "or nominee"immediately after thewords"personalrepresentatives"

Clause39

39.THAT,the Bill be amended by deleting Clause 39 and substituting therefor the following new clause, "39. A party aggrieved by the decision of the Commissioner or county commissioner for

Clause 40

40. THAT, the Bill be amended by deleting clause 40 and substituting therefor the following new clause, "40. A document purporting to be signed by the Commissioner or county commissioner for cooperatives, shall be presumed to have been signed by them until the contrary is proved".

Clause 43

41. THAT, Clause 43 (2) of the Bill be amended by inserting the words"or county commissioner for cooperatives"immediately after the words"by the Commissioner".

Clause44

42.THAT,Clause44oftheBillbeamended-
a) in subclause (l) by inserting the following new paragraph immediately after paragraph (b), "(ba) is a diaspora-based member".
b)by deleting subclause (2).

Clause 47

43.THAT,clause 47of theBillbe amended—
a)byinserting thefollowingnew subclauses immediately aftersubclause(l)—
(lA) The board of directors of a cooperative shall provide for electronic voting by members of the cooperative.
(IB) The board of directors of a cooperative shall ensure that the members are facilitated to vote by secret ballot in the case of any matter requiring a special resolution of two thirds ofthemembersunderthisAct.
b) in subclause (2) by deleting the word "shall" appearing immediately after the words "A cooperative" and substituting therefor the word "may".

Clause51

44. THAT, Clause 5l of the Bill be amended by inserting the words "or county commissioner for cooperatives, as the case may be,"" immediately after the words "send to the Commissioner".

Clause53

45.THAT,Clause53oftheBillbeamended—
a) in subclause (2) by deleting the words "fifteen days" appearing immediately after the words "provided-to-members"in-subclause-and-substituting-therefor-the-words"twenty-one-days'
b) in subclause (3) by deleting the word "Director" appearing immediately after the words "or the County" and substituting therefor the word "Commissioner".

Clause54

46.THAT,Clause54oftheBillbeamended
a) in subclause (1)(c) by inserting the following new subparagraphs after paragraph (ii)
(iv)the trial balance;
(v)the cashflowstatement;
(vi) the management accounts detailing revenue, expenses, and surplus distribution;
(vii)thereports onmembercontributions,withdrawals,andrefunds;or
(vii) any other financial information prescribed in the regulations based on the size and complexityofthecooperative.
b) by inserting the following new subclauses immediately after subclause (l)—
cooperatives, the Cooperative shall in addition to the books under subsection (l) include-
(a) loan performance report, including the classification of loans (performing and nonperformingloans.
(b) loan provisioning and write-offs;
(c) delinquency ratio and credit risk assessment.
(d)liquidity andcapital adequacyreport.
e) investment portfolio statement detailing all cooperative investments, including securities,deposits,andreal estate.
(IB) In respect to member produce cooperatives, the Cooperative shall in addition to the

books under subsection(l) include-—

(a) production and inventory report on products and inputs.
(b) status of equipment and machinery, including operational efficiency.
(c) status of storage facilities and logistics infrastructure.
(d) list of cooperative-owned agricultural land and its utilisation status.
thebooksundersubsection(l)include—
(a) list of fleet assets,including vehicles,maintenance schedules,and depreciation status.
(b) operational income and expenditure report, including fuel costs, repairs, and insurance expenses.
(c)loanandleaseobligationsforfleetexpansionandrenewal.
(d)compliance status with transport regulatory requirements.
(ID) In respect to Housing Cooperatives, the Cooperative shall in addition to the books under subsection (l) include——
(a) property ownership report, including details of cooperative-owned land, buildings, and ongoingconstructionprojects.
(b) membership'subscription payments towards housing projects.
(c) loan obligationsrelated toreal estate development.

(d)occupancy and tenancy reports for rental cooperative properties.
(IE) In respect to Investment Cooperatives, the Cooperative shall in addition to the books under subsection(l)include-
(a) breakdown of cooperative investments, including equity holdings in listed and unlisted companies; bonds, treasury bills, and other financial instruments, real estate assets and returns oninvestment;
(c)risk exposure analysis related toinvestments;
e)by inserting the following subclause immediately after subclause (2)—
(2A) A board of directors that fails to comply with sub-section (l) shall be deemed to have committedanoffence.
(2B) The Commissioner or the county commissioner for cooperatives asthe case may be may impose a penalty on the board of directors, jointly and severally, as prescribed in the regulations,foreachmonththecooperativefailstofiletherequiredreturns.
f)in subclause (4) by deleting the words"approved by the Commissioner"appearing immediately after the words "list of auditors" and substituting therefor the words "proposed by the board ofdirectors".
g)in subclause(5)by inserting the words"or county commissioner for cooperatives,as the case maybe,"immediately after thewords"appointed theCommissioner"
h) in subclause (6)(d) by inserting the words "chief executive officer" immediately after the words "authenticated by the chairperson".
i)insubclause s () () immediately after the words"accounts have been"and substituting therefor the words "certified by the National Audit Director of Cooperatives or the County Audit Director of Cooperatives as the case may be and approved by the Commissioner or county commissioner for cooperatives, as the case may be, to be".
j)by insertingnew sub-clauses immediately after subclause 8—
(8A) The Auditor shall, in the audit report recommend measures to be adopted by the cooperative toimproveperformance.
(8B)TheAuditorshall,aspartofthe auditreportsubmitariskreport.
k)in subclause (ll) by deleting the words"at such time and in such form as may be prescribed, file with the Commissioner"appearing immediately after the words "Cooperative shall" and substituting therefor the words"within ten days after thegeneral meetingunder subclause(8) and in such form as maybeprescribed,filewith theNational Audit Directorof Cooperatives or the County Audit Director of Cooperatives as the case may be".
I) by inserting the following new subclause immediately after subclause (Ill), "(llA) The National AuditDirector of Cooperatives or the CountyAudit Director of Cooperatives,as thecase may be,shall authenticate the documents submitted under subsection(ll) and submit them to the Commissioner or county commissioner for cooperative, as the case may be, for registration withinaperiodofonemonthafterreceiptofthedocuments".
m)in subclause (l2) by inserting the words"or county commissioner for cooperatives, as the case maybe,"immediatelyafterthewords"unlesstheCommissioner"
n) by inserting the following new paragraphs after subclause (12)—
(12A) The Commissioner or the county commissioner for cooperatives as the case may be, mayinadditiontothepower undersubsection(l2),havethepower to—
(a) dissolve the board of directors and appoint an interim board, which shall serve for three months or until a general meeting is convened to elect a new board whicheverisearlier;

direct the freezing of capital expenditure untilcompliance with the audit requirementshasbeenmet;
(c)place the cooperative under enhanced supervisory andregulatory oversight,until the cooperativecomplieswiththeauditrequirements;and
office at the time of non-compliance,where such non-compliance resulted in financial loss,fraud,misappropriation, or misuse of cooperative funds.
(12B)AllmembersoftheBoardofDirectorsofacooperative thatfail tocauseanauditofits financial statements within the prescribed period commit an offence and shall is liable uponconvictiontoimprisonmentforthreeyearsorafinenotexceedingfivehundred thousandorboth.
(12C) An auditor who falsifies the audited financial statements under subclause (8) shall commit an offence and shall be liable upon conviction to imprisonment for three years or a fine notexceedingfivehundred thousand orboth.
ensure that all intracounty primary and intracounty secondary cooperatives".
p) in subclause (15) by inserting the words "or county commissioner for cooperatives, as the case may be,"immediately after the words"The Commissioner".

Clause55

47. THAT, Clause 55 (l) of the Bill be amended by deleting the words"or county director of substituting therefor the words "county commissioner for cooperatives, National Audit Director of Cooperatives of County Audit Director of cooperatives".

Clause 56

48.THAT,Clause56oftheBillbeamended-

a) in subclause (3) by deleting the words "director of cooperatives" appearing immediately after the words "commissioner or county" and substituting therefor the words "commissioner for cooperativesasthecasemaybe"

2. oa r (, ) s e i s m a (s directors shallensure thatthe notice issued under subsection(5) shall be shared to members both through their physical addresses and through the official virtual platforms of the respective cooperative'.

c) in subclause (6)—-

4. (i) by inserting the following new paragraph immediately after paragraph (d), "(da) determine thepercentageof thesurplusthat is tobe deposited in thereserve fundof the cooperative" 5. (i) by inserting the words "consider any reports on debt to equity ratio of the cooperative

Clause57

49.THAT,clause 57of theBill be amended—
a) in subclause (2)—

(i) by deleting the words "director of cooperatives" and substituting therefor the words "commissioner for cooperatives as the case may be", immediately after the words "Commissioner or county".
(ii) by inserting the following subclause immediately after subclause (2), "(2A) The members demanding the special meeting shall ensure that the notice issued to other members in subsection (2) shall be shared to members both through their physical addresses and through the official virtual platforms of the respective cooperative".
b) by deleting subclause (3) and substituting therefor the following new subclause, "(3) The Commissioner or county commissioner for cooperatives, as the case may be, may convene a commissioner for cooperatives may direct the matters to be discussed at the meeting.
c) by deleting subclause (4).

Clause58

50. THAT, Clause 58 of the Bill be amended by deleting subclause (2) and substituting therefor the following subclause, "(2) Despite the generality of subsection (l), the Commissioner or the County Commissioner for Cooperatives may preside at any meeting of a Cooperative convened pursuant to a directive of the Commissioner or the County Commissioner for Cooperatives".

Clause59

51.THAT,Clause 59of theBillbe amended—
a) by deleting subclause (l) and substituting therefor the following subclause, ""(l) A Cooperative shall hold its general meetings physically, virtually, or in a hybrid of virtual and physical meeting subject to compliance with such requirements as may be prescribed in the Regulations or by anyotherwritten law".
b) by deleting subclause (2).

Clause 60

52. THAT, Clause 60(2) of the Bill be amended—

a) by deleting the word "physical" appearing immediately after the words "exclusively discussed at a"in theintroductory clause.
b) by inserting the following new paragraphs immediately after paragraph (d)—

4. (da)borrowing by the cooperative. 5. (db) investment in non-core activities by the cooperative.

Clause 61

53.THAT,Clause 6Iof the Bill be amended—
a) by inserting the following new subclause immediately after subclause (l)—
(IA) Despite subsection (l), the Commissioner, may in the case of an Apex Cooperative approve the increased membership of the Board of Directors up to a maximum of fifteen members based on the different sectors represented in the Apex cooperative.
(IB) The following cooperatives shall be represented in the membership of the Board of Directors in an Apex Cooperative-
(i) producer cooperatives;

(ii) housing cooperatives;
(ii) savings and credit cooperatives;
(v) transport cooperatives;
(iv) savings and investment cooperatives;
(vi) worker cooperatives; and
(vii) consumer cooperatives.
after thewords"eligiblefor re-election and shallbe eligible for re-electionfor one termof three years"and substituting therefor thewords"by rotation provided the directors retiring by rotationandeligibleforreelectionshallonlyconstituteonethirdofthedirectorswhoare longest serving in office since the last election".

Clause 63

54.THAT, Clause 63 (l) of the Billbe amended--

b) by deleting paragraph (h) and substituting therefor the following new paragraph, "(h) has been removed by the Commissioner or County commissioner for cooperatives as the case may be, after being adversely mentioned in an inquiry report or any inspection report for mismanagement or corrupt practices".
a) by deleting paragraph (b) and substituting therefor the following new paragraph,"(b) does not and practice from a university recognised in Kenya, unless exempted by the Cabinet Secretary or by theCountyExecutiveCommitteemember as the casemaybe in accordancewith the regulations: Provided that this subparagraph shall not apply to Cooperatives in respect of which the Sacco Societies Act apply".
c) by deleting the word "charged" appearing in paragraph (i) immediately after the words "has been"and substituting therefor the word "convicted".
e) by inserting the words "or any other written law" immediately after the words "Regulations
d) by deleting the word "three" appearing immediately after the words "a term exceeding" and substituting therefor the word "six".

6. f)by inserting the following new paragraphs immediately after paragraph (n)—- 7. (nb) hasbeen foundguilty ofprofessional or ethical misconduct; 8. (na) has been convicted of an offence financial misconduct; 9. (nc) has been found liable for mismanagement or gross misconduct; 10. (ne) failed the prescribed professional and moral suitability test. 11. (nd) lacksfiduciaryindemnitycoverorbond;and

Clause 64

55.THAT,Clause64of theBillbe amended—
l,m e e e,m a () ( sns (a and substituting therefor thewords"competitivelyrecruit"
a) in subclause (l) by inserting the words "crisis management plan, development and implementation of the data protection policy, policy for protection and reward of whistle blowers, annual member surveys" immediately after the words "internal controls".
c) in subclause (5) (b) by deleting the word "by-laws" appearing immediately after the words "prescribed in the"and substituting therefor the words"board charter".

Clause65

56. THAT, Clause 65 (4) of the Bill be amended—-

a) by deleting paragraph (a) and substituting therefor the following new paragraph, "(a) County Commissioner for Cooperatives in case of intercounty primary and intracounty secondary Cooperatives".

Clause 66

57.THAT,Clause66oftheBillbeamended-
a) by inserting the following new subclauses immediately after subclause (2)—
(2B) A person shall not be qualified for appointment as a member of the nomination committee if theperson-
(2A) The Board of Directors shall cause to be advertised in one newspaper of nationwide circulation, the website and social media platforms of the cooperative, the vacancy for the persons in subclause (3) (c).
(i)isamemberof theCooperative;
(i) is an undischarged bankrupt;
(i) has been a member of the supervisory board or the nomination committee or other management offices of the Cooperative;
(iv)is ofunsoundmind;
(v)hasbeenremoved by the Commissioneror County commissioner for cooperatives as reportformismanagementorcorruptpractices;
(vi) has been convicted of any offence involving dishonesty or an offence under any other written law or has been sentenced to imprisonment for a term exceeding six months; and
(vi) has been convicted in a court of law with an offence relating to a breach of fiduciary duty;
(vili)hasbeenconvictedofanoffence under thisActorRegulationsmade thereunder.
b)by deleting subclause (3) (a) and substituting therefor the following new paragraph,"(a) The Commissioner or their representative or the county commissioner for Cooperatives in whose jurisdiction theCooperativeissituated,shall be thechairperson".

Clause 67

58.THAT,Clause67of theBill be amended—
a) in subclause (7) (c) by inserting the words "county commissioner for cooperatives, as the case maybe"immediately afterthewords"bytheCommissioner."
b) by deleting subclause (9) and substituting therefor the following new subclause—
(9) If, the Commissioner or the county commissioner for cooperatives as the case may be, is satisfiedthatthesecondaryresolutionsofeachoftheCooperativesamalgamatingcomply with the provision of this section, they may register the amalgamated Cooperative and its by-lawsandthereupon-
(a)each of the amalgamating Cooperative shall stand dissolved and its registration cancelled exceptfor amalgamationby absorption;

(b)theregistrationof the amalgamatedCooperativeshall be asufficientconveyancetovest the assets and liabilities of the amalgamating Cooperatives in the amalgamated Cooperative;
(c)theremainingmembersoftheamalgamatingCooperativesshall become membersofthe amalgamated-Cooperative-and-will-be-subjected-to-its-by-laws;-and
(d) any shareholders of the amalgamating Cooperatives or any other persons who have claimsagainst the amalgamatingCooperativesandwhoseclaimswerenot satisfied in accordance with the secondary resolution, may pursue such claims against the amalgamatedCooperative.
c) in subclause (lo) by inserting the words"or county commissioner for cooperatives, as the case maybe"immediatelyafterthewords"theCommissioner".

Clause68

59.THAT,Clause 68of the Billbe amended—

a) in subclause (8) (c) by inserting the words "or county commissioner for cooperatives, as the case maybe"immediately after thewords"the Commissioner".

2. b)by deleting subclause (9) and substituting therefor the following new subclause,"(9) The Cooperativemay,byfurtherresolutionpassed byatwo-thirds majority of themembers present and voting, confirm the preliminary resolution,with or without changes which in the opinion of the Commissioner or county commissioner for cooperatives, as the case may be, are not substantial, and their decision as to whether any changes are or are not substantial shall be final".

c) by deleting the introductory section of subclause (lo) and substituting therefore the following casemaybe,is satisfiedwithin such time as theyconsidersreasonable thattheprovisionsof the secondary resolution and the provisions of this section have been complied with, they may, register the Cooperatives intowhich the existingCooperative hasbeen divided and the by-laws ofsuchCooperative and thereupon.

4. d)in subclause (ll) by inserting thewords"or county commissionerfor cooperatives,asthe case may be"immediately after the words"the Commissioner".

Clause69

60.THAT,Clause69oftheBillbeamended—

a)by deleting subclause (l) and substituting therefor the following new subclauses--
(1) A Cooperative which has as one of its objects the disposal of any member'sproduce may bindingamembertodisposeofalltheirproduce,orsuchamountsordescriptionsofthe same as may be stated therein,to or through the Cooperative.
(IA) The contract under subsection (l) may—
or
(b)provide for payment of a specificsumperunit of weight orother measureas liquidated damages for any breach of the contract.
(IB) Any sum payable under subsection (lA) (b) shall be a debt due to the Cooperative and shall be a charge upon the immovable property of the member subject to registration of thechargeundertherelevantlaw.

b) by inserting the following paragraph immediately after paragraph (4), "(5) It shall be the duty of every person applying for membership of a registered Cooperative to disclose to the Cooperative particulars of all such contracts as are mentioned in this section".

Clause70

61.THAT,Clause 70of theBillbe amended—

a) in subclause (l) by deleting the words "but no such fine shall be imposed upon any member until written notice of intention to impose the fine and the reason therefore has been served on the member and the member has had an opportunity of showing cause why the fine should not be imposed and, if the member so desires, of being heard with or without witnesses."
b) by inserting the following new subclause immediately after subclause (l), "(lA) A fine shall not be imposed upon any member until written notice of intention to impose the fine and the reason therefore has been served on the member and the member has had an opportunity of showing cause why the fine should not be imposed and, if the member so desires, of being heardwithorwithoutwitnesses."

3. c)in subclause (2)by deleting the words"Any such fine"appearing at the beginning of the clause and substituting therefor"A fine under this section".

d) in subclause (4) by deleting the words "subsection (5)" appearing immediately after the words "in accordance with"" and substituting therefor"section 69 (5)"

5. e)by deletingsubclause(5).

Clause73

62.THAT,clause 73of the Bill be amended—

a) by inserting the following new subclause immediately after subclause (l),"(lA) A Commissioner or a county commissioner for cooperatives as the case may be, shall issue writtennoticetoanemployerwhofailstoremitthesumowing toacooperativeunder subsection (l) within seven days of receipt of a notification by a cooperative".

2. b)in subclause(2) by inserting the words"or county commissioner for cooperatives as the case may be"immediately after the word "Commissioner". 3. c)bydeletingsubclause(3). 4. d)bydeletingsubclause(4) 5. eb by deleting subclause (5). 6. by deleting subclause (6) and substituting therefor the following new subclause, "(6) The Commissioner or county commissioner for cooperatives as the case may be, shall, by written notice,appoint apersonorinstitutiontobe anagentof the Cooperative for thepurposes of collectionandrecoveryofadebtowedtotheCooperativebyanemployerthathasnot complied with the notice issued under subsection(2)".

g) in subclause (8) by deleting the phrase "subsection (3)" appearing immediately after the words "under subsection" and substituting therefor the phrase "subsection (2)".
h) by deleting subclause (8) and substituting therefor the following new subclause—
(8) Where an agent claims to be unable to comply with subsection (7) by reason of lack of monies held by or due from the agent, the agent shall give a written notification to the Commissioner or county commissioner for cooperatives as the case may be, stating the reasonsfor theagent'sinability and theymay—

(b) if not satisfied with the reasons, reject the notification in writing.
i)in subclause (9) by deleting the words "WVhere an agent fails to notify the Commissioner or the the words "VWhere the agent rejects the notice under subsection (6) or fails to notify the Commissioner-or-county-commissioner-for-cooperatives, as-the-case-may-be,-under-subsection (8)".
(, ns a s e s ( to comply with this section shall constitute an offence by the employer despite the employer facing prosecution under any other written law".

Clause75

63. THAT, Clause 75 of the Bill be amended in subclause (5) by inserting the words "or the county Commissioner".

Clause79

64. THAT, Clause 79 of the Bill be amended by deleting the phrase "section 79" appearing immediately after the word"provedunder section"and substituting therefor the phrase"section 78".

Clause 81

65.THAT,Clause81oftheBillbeamended
a) by re-numbering the existing provision as subclause (l)
b) by inserting the following new subclauses immediately after the re-numbered subclause (l)—
(2)Anemployeeoramemberof theboardofdirectorsofacooperativeshallnotactasa guarantor of anypersonwithrespect to a loan or credit facility advanced to aperson by thatcooperative.
(3) Despite the provisions of subsection (l), a Cooperative may grant loans or credit facility to exceedtenpercentofitsgrossloanportfolio.
(4) The conditions for the grant of a loan or credit facility to an employee or a member of the boardof directors shall complywith all requirementsunder thisActwithrespect togrant ofloanstoothermembersofthecooperativeandshallnotbemadeontermsmore favourablethanthoseextendedtomembersofthecooperative.
(5) An employee or a member of theboard of directors who has applied for a loan or credit facility under subsection (3) shall not be present while their application is being considered.
(6) The Board of Directors of a Cooperative shall on or before the fifteenth of each month submit to the Commissioner or the county commissioner forcooperatives,as the case may be, the prescribed insider lending and loan performance report made by the cooperative.
(7) WVhere the Commissioner or county commissioner for cooperatives establishes that an employee of the cooperative failed to comply with the provisions of this section, the Commissioner or county commissioner for cooperatives, may direct that the employee repaytheloan amountunderthissectionto thecooperativetogetherwithinterestatsuch rate as the Commissioner or county commissioner for cooperatives deems fit.

(8) In addition to the provision under subsection (7), the Commissioner or the county commissioner for cooperatives, may direct the removal of such employee from the service ofthecooperative.
(9) This section shall apply despite the act or default by the employee constituting an offence under any other law for which the employee has been prosecuted or is likely to be prosecuted.

Clause82

66. THAT, the Bill be amended by deleting clause 82 and substituting therefor the following new clause-— 82. (l) Subject to the approval of two thirds of its members at a general meeting, a Cooperative may receive loans of up to thirty percent of its equity from persons who are not members ofthecooperative.

(2) The resolution of the Cooperative in subsection (l) shall be submitted to the Commissioner or the county commissioner for cooperatives, as the case may be.
(3) In this section a deposit of money under a hire-purchase agreement shall be deemed to be a loan.

Clause 83

67.THAT,clause83oftheBillbeamended—
a) in the introductory phrase by inserting the words "of two thirds of its members"immediately after thewords"to the approval of'.
b) by inserting the following new paragraph immediately after paragraph (e), "(ea) in real estate, providedtheCooperativeshall notinvestinarealestateinvestmentwhichisnotforitsown accommodationmorethantwenty-fivepercentumofitssharecapitalorholdmorethan twenty-five percentum of equity in the real estate investment".
c) by re-numbering the existing provision as subclause (l) and inserting the following new subclause immediately after the re-numbered sub clause (1), "(2) The limitation on investment in real estate shall not apply to a housing cooperative".

Clause 84

68.THAT,the Bill be amended by deleting clause 84 and substituting therefor the following new clause-

84. (l) A Cooperative shall not invest more than twenty-five percentum of its funds or members' depositsinnon-coreactivities;

(2) A Cooperative shall not invest in a real estate investment which is not for its own accommodation more than twenty-five percentum of its share or hold more than twentyfive percentum of equity in the real estate investment.
(3) The limitation on investment in real estate shall not apply to a housing cooperative.

Clause85

69.THAT,clause85of theBillbeamendedinsubclauseI—

(i)paragraph(a) by deleting the words"of members"appearing immediately after the words"a special resolution"and substitutingtherefor thewords"ispassedby two thirdsof themembers ofthecooperative".
(i) by inserting the words "or county commissioner for cooperatives, as the case may be"

Clause87

70.THAT,clause 87of the Bill be amended—
a) by deleting subclause (2) and substituting therefor the following new subclause, "(2) The members of the cooperative shall upon recommendation by the board of directors, and upon considerationoftheliabilitiesofthecooperativeforthatyear,determinethepercentageofthe net surplus in eachyear tobe deposited in to the reserve fund".
b) by inserting the following new subclause immediately after subclause (2),"(2A) Despite subsection (2), the sum of the reserve fund shall not exceed one point zero five times the liabilities of theCooperative as at the time of thegeneral meeting"

Clause 91

71.THAT,clause 91of the Bill be amended—
a) in subclause (l) by inserting the words—
(i)"or county commissioner for cooperatives,asthe case maybe"immediately after thewords "with the Commissioner" appearing in the introductory phrase.
(i) "or county commissioner for cooperatives, as the case may be"" immediately after the words "to the Commissioner" appearing in paragraph (b).
b) in subclause (2) by inserting the words "or county commissioner for cooperatives, as the case may be"immediately after thewords"to the Commissioner".

Clause92

72.THAT,Clause 92of the Billbe amended-
a) in subclause (l) by inserting the words"or county commissioner for cooperatives, as the case phrase.
b) by inserting the following new subclause immediately after subclause (l),"(lA) A county Commissioner every quarter".
c) in subclause (2) by inserting the words "or county commissioner for cooperatives, as the case may be"immediately after the words"TheCommissioner".
d) in subclause (4) by inserting the words"or county commissioner for cooperatives, as the case may be"immediately after the words"The Commissioner".

Clause93

73.THAT,Clause 93 of the Bill be amended by inserting the words"or county commissioner for cooperatives,as the case maybe"immediately after thewords"The Commissioner"

74.THAT,Clause94oftheBillbeamended—

a)by deleting subclause (l) and substituting therefor the following new subclause"(l) If any person obtains an order for the appointment of receiver or manager of the property of a made by the Commissioner or county commissioner for cooperatives pursuant to the provisions of this Act, they shall, within seven days from the date of the order of the appointment under the said powers, give written notice of the fact to the Commissioner or county commissioner for cooperatives, as the case may be, and the Commissioner or county commissioner forcooperatives,shall enter thenotice intheregisterofcharges".
b) in subclause (2) by deleting the words "he shall, on so ceasing, give written notice of the fact to the Commissioner and the Commissioner" and substituting therefor the words"they shall, on so ceasing, give written notice of the fact to the Commissioner or county commissioner for cooperatives,as the case maybe,and the High Court and the Commissioner or county commissionerforcooperatives".

Clause98

75.THAT,Clause98oftheBillbeamended—

a) in the marginal note by inserting the following words "county commissioner for cooperatives" immediately after the word "Commissioner".

2. b)by deleting subclause (l) and substituting therefor the following new sub clause,"(l) The National Audit Director or the county audit director, as the case may be, may on their own accord, or on request of the Authority or on the application of a liquidator or of any creditor ornotless thanone-thirdof thememberspresent andvoting at a meetingof theCooperative writing to hold an inquiry, into the by-laws, working and financial conditions of any Cooperative registered in Kenya. 3. c)in subclause (3)-— 4. (i) by deleting the word "Commissioner" appearing in the introductory phrase and substituting therefor thewordsNational AuditDirector or thecountyauditdirector,asthecasemay be". 5. (i) by deleting paragraph (c) and substituting therefor the following paragraph, "(c) provide a copy of the report to the Commissioner or the relevant county commissioner for cooperatives,asthecasemaybe"

d) by deleting the introductory phrase in subclause (4) and substituting therefor the following new introductory phrase, "(4) Where the Commissioner or a county commissioner for cooperatives, as the case may be, is satisfied, after due inquiry, that the board of directors or the supervisory board of a Cooperative is not performing its duties properly, they, may--".
e) by deleting subclause (6) and substituting therefor the following new subclause, "(6) Despite subsection (5), where an officer or member of a Cooperative fails to produce records as required by the National Audit Director or the county audit director, as the case may be, without any reasonable cause, the Commissioner or county commissioner for cooperatives, as

Clause99

76.THAT,Clause 99of theBill be amended—
a) by deleting subclause (l) and substituting therefor the following new subclause, "(l) WWhere it is established-in-an-inquiry-held-undersection-98-that-any-person-who-has-taken-part-in-the organisation or management of a Cooperative, or any past or present officer or member of the Cooperative-
(a) has misapplied, retained or become liable or accountable for any money or property of the Cooperative;or
(b)has committedtheoffenceof misfeasanceorbreachof trustinrelationtotheCooperative, andisliableuponconvictiontoimprisonmentfora termoffiveyearsorafinenotexceeding one million shillings or the amount of the value of the property of the offence, whichever is higher, or to both the fine and imprisonment; the Commissioner or the county commissioner for cooperatives may, if he or she considers it appropriate, make an order commissionerforcooperativesthinksjustortocontributesuchsumtotheassetsofthe
b) by inserting the following new subclause immediately after subclause (l),"(lA) An order under

Clause100

77. THAT, clause l00 of the Bill be amended in subclause (l) by deleting the words "under section 100" appearing immediately after the words "of the Commissioner" and substituting therefor the words"or the county commissioner for cooperatives under section 99".

Clause101

78.THAT,clauseIOloftheBillbeamended—
u yo uag aue ne ueadde aa uoas o aoalans, som aue uap Ka (i) asnans u! (e subclause.
b) in subclause (2) by deleting the words "98, the Commissioner," appearing immediately after the county commissioner for cooperatives, as the case may be".

Clause102

79. THAT, clause I02 of the Bill be amended—

a) by deleting subclause (l) and substituting therefor the following new subclause,"(l) The Commissioner or the county commissioner for cooperatives, may, if they deem fit, on the application of a creditor of a Cooperative, inspect, or direct some persons authorized by the Commissioner or the county commissioner for cooperatives in writing to inspect, the books of the Cooperative,if—

3. (a) the creditor satisfies the Commissioner or the county commissioner for cooperativesthat the debt is a sum then due, and has demanded payment thereof and has not received satisfactionwithinareasonabletime;and

(b) the applicant deposits with the Commissioner or county commissioner for cooperatives such sum as security for then expenses of the inspection as the Commissioner or the county commissioner for cooperatives may require".
b) in subclause (2) by deleting the word "director" appearing immediately after the words "or the county" and substituting therefor the word "commissioner".
c) in subclause (3)—
(i) in paragraph (c) by deleting the words "director for cooperatives shall apply with respect to primary and secondary" appearing immediately after the words "powers of the" and substituting therefor the words "commissioner for cooperatives shall apply with respect to intracounty primary cooperatives and intracounty secondary".

Clausel03

80.THAT,ClauseI03oftheBillisamended—
a) by deleting words "inquiry and" appearing in the marginal note;
arm (), snns m ol a s e () snn a (a inspectionisheld ormade under thisAct,theCommissioneror theCountyCommissionerfor s apportioning the expenses, or such part of the expenses as the Commissioner or the county commissioner for cooperatives considers proper, between the Cooperative, the members or creditor demanding the inquiry or inspection, and the officers or former officers of the Cooperative and the decision of the Commissioner or the county commissioner for cooperativesthereonshallbefinal.

Clause104

81.THAT,ClauseI04oftheBillbeamended—

a) in subclause (l) by deleting the words "sections 98 and 102, the Commissioner or County Director" appearing immediately at the beginning of the subclause and substituting therefor the words"section I02, the Commissioner or County Commissioner".

2. b)by deleting subclause (2) and substituting therefor the following new subclause,"(2) The 3. (a) a joint meeting of the board of directors and supervisory board of the Cooperative for deliberationandimplementation;and 4. (b) the general meeting of the cooperative.

Clause105

82.THAT,ClauseI05oftheBillbe amended by-
Audit Director or the County Director of Audit as the case may be, after holding an inquiry under section 98 or receiving an application made by at least three fourths of the members of a Cooperative or receivingrecommendations from theAuthority are of the opinionthat the Cooperative ought to be dissolved, the National Audit Director or the County Director of Audit as the case may be,may,recommend the dissolution of the Cooperative and subsequent cancellationofregistration.

b)Byinsertingthefollowingnewsubclausesimmediatelyaftersubclause(l)—
(IA) Upon receipt of the Report of the National Audit Director or the County Director of Audit the Commissioner or the county commissioner for cooperatives as the case may be may——
(a)-recommend-a-remedial-action-that-may-be-undertaken-by-the-cooperative-within-six months;or
(b) within one month,file a petition for liquidation of the cooperative with the High Courtupon failure by the cooperative to fulfil the requirementsprescribed under paragraph (a).
(1B)If theHigh Courtresolves that the cooperative shouldbeliquidated,theHigh Court shall
(IC) Upon the resolution of the High Court to liquidate the cooperative, the appointed liquidator shall notify the Commissioner or county commissioner for cooperatives of their appointment and commence liquidation of the cooperative in accordance with sectionI08andtheFirstSchedule.
c) in subclause (2) by deleting the words "Cooperative Tribunal with further appeal to the High Court" appearing at the end of the subclause and substituting therefore the words "High Court with further appeal to the Court of Appeal".
d) in subclause (3) by deleting the words "Commissioner unless the High Court directs otherwise," appearing immediately after the words "decision of the" and substituting therefor the word"High court".
e) in subclause (4) by deleting the words "Commissioner makes an order under subsection (1), he"appearing immediately after the words "WWhere the" and substituting therefor the words "High Court makes an order under subsection (l), the Commissioner or County Commissioner for Cooperatives as the case may be".
f) in subclause (5) by inserting the words "or county commissioner for cooperatives, as the case may be,"immediately after the words"of the Commissioner".

Clause106

83.THAT,Clause I06of the Bill be amended in subclause(l)—

a)byinserting the words"county commissioner for cooperatives as the case maybe"immediately after the words"The Commissioner"in the introductory phrase.
b)by deleting the word"Director"appearing immediately after the words"or the County"in paragraph(b)and substituting therefor the word"commissioner".

Clause109

84.THAT,Clause 109 be amended in subclause (l)by deleting the word "may" appearing immediately after the words"the Commissioner"and substituting therefor the words"shall petition the High Court to".

Clause110

85. THAT, the Bill be amended by deleting clause Il0 and substituting therefor the following new clause, "ll0. Subject to section l09, a person shall be qualified to serve as a liquidator if that person has--

b)beenprequalifiedbytheOfficialReceiverasaliquidatorforcooperatives.

ClauseII

86.THAT,ClauseIIloftheBillbeamended—

a) in paragraph (l) by inserting the words "or county commissioner for cooperatives, as the case may be," immediately after the words"by the Commissioner".
b) in paragraph (n) by inserting the words "or county commissioner for cooperatives, as the case may be,"immediately after the words"of the Commissioner".
c) in paragraph (o) by deleting the word "Commissioner" appearing immediately after the words "apply to the" and substituting therefor the word "High Court'".

Clause112

87. THAT, Clause I12 of the Bill be amended by inserting the words "or the county commissioner

Clause I13

88.THAT,ClauseI13of theBill be amended—
a)in subclause(l)—
(i) by deleting the words "and to any limitations imposed by the Commissioner and the Commissioner" appearing immediately after the words "the Commissioner" in the introductory phrase and substituting therefor the words "or the county commissioner for cooperatives as the case may be and to any limitations imposed by the Commissioner or cooperatives".
(ii) by deleting paragraph (a).
(iv) by deleting paragraph (d).
Aidde (a), ydeeed mau umoly au dojanau Sunsans pue (a) ydeeed Sualp Ka (!) to the High Court for the replacement of a liquidator".
(v) by inserting the words "or the county commissioner for cooperatives "immediately after the words "the Commissioner" in paragraph (e).
(vii) by inserting the words "or county commissioner for cooperatives as the case may be"
ns p (r) ydd u ae on aos e e, som a () therefor the words ""apply to the High Court for a discharge of'.
b)in subclause(2) by deleting the words"and shall be exercisable similar to an order made by the Commissioner under subsection (l)(a)" appearing at the end of the subclause.

Clause I14

89. THAT,clause I14 of the Bill be amended by inserting the words "county commissioner for cooperatives,"immediately after the words"of the Commissioner".

Clause 116

90. THAT,clause Il6of the Bill be amended—

a) in subclause (2) by inserting the words "or county commissioner for cooperatives as the case maybe"immediatelyafter thewords"tothe Commissioner"
b) in subclause (3) by deleting the words "the Commissioner shall take such action as the Commissioner considers" appearing immediately after the words "with subsection (2)" and substituting-therefor\_the\_words"the\_Commissioner-or\_county-commissioner\_for-cooperatives, as the case may be shall take such action as the Commissioner or county commissioner for cooperatives, consider".

Clausel18

91.THAT,clause I18 of the Bill be amended in subclause (2) by inserting the words"or county commissioner for cooperatives,as the case may be"immediately after the words"person,the Commissioner".

Clause 121

92.THAT,ClauseI2IoftheBillbeamended—
a) by deleting the introductory phrase in subclause (2) and substituting therefor the following introductory phrase, "(2) The Commissioner or county commissioner for cooperatives, as the case may be, may apply to the Tribunal for an order under subsection (3) if they believe that suchatransaction-
b)in subclause(3)—
(i) by inserting the words "or county commissioner for cooperatives, as the case may be" immediately after the words "by the Commissioner"appearing in the introductory phrase.
(ii) by inserting the words "or county commissioner for cooperatives, as the case may be" immediately after the words "to the Commissioner" appearing in paragraph (d).
(i) by inserting the words "or county commissioner for cooperatives, as the case may be" immediately after the words "to the Commissioner" appearing in paragraph (c).

Clause123

93. THAT, Clause 123 (2) of the Bill be amended by- 2. () ueeed u! un ssal, som au hae Kiai eadde xis, pom au up ka (a and substituting therefor theword"seven".

a) deleting paragraph (b) and substituting therefor the following new paragraph, "(a) a deputy chairperson.

Clause 124

94.THAT,ClauseI24of theBillbe amended—
a) by inserting the following new subclause immediately after subclause (l), "(lA) The ChairpersonoftheTribunalshallbean advocateof theHighCourtofKenyaofnotlessthan seven years standing".
c) in subclause (3)-
b) in subclause (2) by deleting the words "appointed by the Judicial Service Commission from a list of persons nominated for such appointment by the Cabinet Secretary"appearing at the end of the subclause and substituting therefor the words "competitively recruited by the Judicial Service Commission."

(i) in paragraph (a) by inserting the words "finance or dispute resolution" immediately after the words "law or practice".
(i) in paragraph (b) by inserting the words "or relevant professional body" immediately after thewords"cooperativeprofessionals"

Clause 125

95. THAT, Clause I25 of the Bill be amended in subclause (2)(a) by deleting the word "three" appearing immediately after the words "a term of' and substituting therefor the word "five".

Clause 127

96. THAT, Clause I27 of the Bill be amended by inserting the following new paragraphs immediately after paragraph (c)—— 2. (d) dies; or 3. (e) resigns in writing to the Judicial Service Commission.

Clause 128

97.THAT,ClauseI28of theBillbeamended—
a) in subclause (l)-—
(i) by inserting the words "or county commissioner for cooperatives as the case may be" immediately after the words"the Commissioner" in paragraph (a);
a s soo e asso n o, s a as a () immediately after the words"the Commissioner"in paragraph (b);
(ii) by deleting paragraph (c); and
(iv)by deleting paragraph (d).
(i) deleting the word "Director" appearing immediately after the words "Commissioner or county" in paragraph (c) and substituting therefor the word "Commissioner".
b) in subclause (2) by—-
(i) deleting the word "Director" appearing immediately after the words "Commissioner or the county" in paragraph (e) and substituting therefor the word "Commissioner".
(ii) by inserting the following new subclause immediately after subclause (2), "(3) The Tribunal shall determine a dispute referred to it under this section within six months of the date of filing of the dispute".

ClauseI30

98. THAT, Clause 130 of the Bill be amended in subclause (2) by deleting the word "Director" appearing immediately after the words "the Commissioner, County" and substituting therefor the word"Commissioner"

Clause 131

99. THAT, Clause I3l of the Bill be amended by inserting the following new subclause immediately after subclause (2), "(2A) The Tribunal shall cause the orders and judgements issued under this section tobe published on its website".

Clause146

100.THAT, Clause I46 of the Bill be amended in subclause (2) by deleting the word "Commissioner" consultation-with-inter-governmental-cooperatives-relations-technical-forum".

Clause148

101.THAT,clauseI48oftheBillbe amended—

a) In clause (l) by deleting the introductory phrase and substituting therefor the following new introductory phrase,"(l) Subject to the provisions of this Act and any other written law, the intercounty primary, the intercounty secondary, the Apex Cooperative or the Cooperative federations may, with approval of the Commissioner, develop and implement—".
b) by inserting the following subclause immediately after subclause (l), "(lA) Subject to the provisions of this Act and any other written law, the intracounty primary or the intracounty andimplement-

3. (a)aprocedureandappropriatesystemormechanismofexercisingself-regulationoverits membersoraffiliates; 4. (b) a code of conduct for its members; 5. (c)procedure for alternative dispute resolution in Cooperatives; 6. (d)mechanismforsectorsharedcommonservices;and 7. (e) guidelines on provision of services through virtual platforms".

Clause150

102.THAT,clauseI50oftheBillbeamended—

a) in subclause (2) by deleting the word "Director" appearing immediately after the words ""the Commissioner, county" in paragraph (c) and substituting therefor the word "Commissioner".

2. b)in subclause (3)by deleting theword"Director"appearing immediately after thewords"The Commissioner, county" in the introductory phrase and substituting therefor the word "Commissioner".

c) in subclause (4) by deleting the words "the Authority as the case may be, the Apex Cooperative or a Cooperative federation or a secondary Cooperative" appearing immediately after the words "by the Commissioner" and substituting therefor the words "the county commissioner for cooperatives or the Authority as the case may be,the primary,the secondary,theCooperative federation or theApexcooperative".

Clause152

103.THAT,Clause152oftheBillbeamended—

a) in subclause (3) by deleting the words "and shall, if the offence is the contravention of subsection(l)of this section,be ordered to repay the amount of the remuneration,salary, commission or other payment received from the Cooperative in addition to or in lieu of any otherpunishment,anddefaultinsuchpaymentshallbedealtwithinthesamemannerasdefault e e o imprisonment".

b)byinserting the followingnew subclauseimmediately after subclause(3),"(3A) If the offence in subsection(3) is incontraventionof subsection(l),theperson shall be ordered torepay the amount of the remuneration, salary, commission or other payment received from the Cooperative in additionto or in lieu of any otherpunishment, and default in suchpayment shall be dealt with in the same manner as default in paying a fine imposed by a Tribunal.

Clause153

104.THAT,theBillbe amendedbydeletingclauseI53andsubstituting therefor thefollowing new clause, "Establishment of the National Co-operative Development Fund.

153. (l) There is established the National Co-operative Development Fund.

(2) The National Co-operative DevelopmentFund shall consistof
a)sumofmoneyreceivedfromthelevypaidbyintercountyprimarycooperatives, intercounty secondary cooperatives, the federative cooperatives and the Apex cooperative in the sums and rate as the Cabinet Secretary may prescribe; and
b) such gifts, donations or grants as may be donated to the Fund.

ClauseI54

105.THAT,Clause 154 (2) of the Bill be amended—
a) by inserting the following paragraph immediately after paragraph (a), "(aA) subject to be issued by the Commissioner or the county commissioner for cooperatives".
b) by deleting paragraph (g).
c) by inserting the following paragraph immediately after paragraph (h), "(ha) provide for the guidelines for the implementation of electronic voting in both annual general meetings and specialgeneralmeetingsofcooperatives"
d) in paragraph (m) by inserting the words "intercountry primary, intercounty secondary" immediatelyafterthewords"compliancecertificateto".
e) in paragraph (n) by deleting the words "primary and secondary cooperatives by the county therefor the words "intracounty primary cooperatives, and intracounty secondary cooperatives by the county commissioner".
f)in paragraph (q) by deleting the word "director" appearing immediately after the words
g)in paragraph (v)by deleting the words "Executive Committee Members,with a copy to" appearing immediately after the words"Cooperative to the County"and substituting therefor the words"Director of county cooperatives or".
h)in paragraph (w)by inserting the words"or county commissioner for cooperatives,as the case maybe"immediately after thewords"bytheCommissioner".
i)by inserting the following new paragraph immediately after paragraph (ll), "(lla) gazette the standard certificate and a common seal for the Commissioner or county commissioner for cooperatives as the case may be".

Clause156

106.THAT, clause 156 of the Bill be amended in subclause (2) by deleting the words "Director for Cooperativesas tothe exerciseof thepowersand duties conferredupon theCountyDirector"

appearing immediately after the words"direct the county"and substituting therefor the words "commissionerforCooperativesas to theexerciseof thepowersanddutiesconferredupon the countycommissioner"

Clause-157

107.THAT,clauseI57oftheBillbeamended—

a)in subclause(l)-—
(i) by inserting the words "or county commissioner for cooperatives, as the case may be," immediately after thewords"Act the Commissioner"in theintroductoryphrase.
(i) by deleting the words "the Commissioner" appearing immediately after the words "to send to" in paragraph (b) and substituting therefor the word "them".
b) in subclause (2) by deleting the words "may in writing delegate any of his powers conferred upon him to an" appearing immediately after the words "The Commissioner" and substituting delegate in writing any of the powers conferred upon them to a relevant".

Clause 158

108.THAT,theBillbeamendedbydeletingClause158.

Clause159

109.THAT, Clause I59 of the Bill be amended in subclause (1) (c) by deleting the words "Director for Cooperatives, or any person duly authorized in that behalf, by the Commissioner or the County Director" appearing immediately after the words "Commissioner or the County" and substituting therefor the words "commissioner for Cooperatives, or any person duly authorized by the Commissioner or the County commissioner".

Clause 162

1l0.THAT, Clause I62 of the Bill be amended in subclause (4) by deleting the word "director" appearing immediately after the words "or the county" and substituting therefor the word "commissioner".

Clause163

the words "whichever is earlier" in paragraph (b) and substituting therefor the word "and".

Clause 164

112.THAT,ClauseI64beamended—
under this Act"immediately after the words"purposes of this Act".
b) by deleting paragraph (b) and substituting therefor the following new paragraph, ""the person appointed by a CountyPublic Service Board to serve withina county as the County Director for Cooperatives or as the technical head of Cooperative affairs within the county or by any

othername called,shallbe deemedtobe thecountycommissioner for cooperativesfor purposesofthisAct".
c) by inserting the following new paragraph immediately after paragraph (b), "(c) the technical officers appointed to serve in the office of the Commissioner for Cooperative Development and County Director for cooperatives or the office of the technical head of cooperative affairs within the county or by any other name called shall be deemed to be technical officers in the office or the Commissioner or the County Commissioner for cooperatives for purposes of this Act and will be required to comply with the necessary academic qualification within three years".

Clause165

I13.THAT, Clause 165 be amended by deleting the words "primary and secondary"" immediately after the words "in respect of' and substituting therefor the words "intercounty primary and intercounty secondary".

The FirstSchedule

I14.THAT,theFirstScheduleof theBillbe amended-

a)in paragraph 3 by inserting the words"county commissioner for cooperatives as the case may be"immediately after the words"the Commissioner".
b) in paragraph 6 by inserting the words"county commissioner for cooperatives as the case may be"immediately after thewords"theCommissioner".
c)in paragraph 7 (6) by inserting the words"county commissioner for cooperatives as the case may be"immediately after the words"the Commissioner".
punishment to which the person may be subject)" immediately after the words "is liable to" and substituting therefor the wordsa fine not exceeding two hundred thousand shillings or to imprisonment in civil jail for a term not exceeding six months, or to both."
e) in paragraph 9 (l) by inserting the words "county commissioner for cooperatives as the case maybe"immediatelyafterthewords"theCommissioner"
f)in paragraph I|—
(i) by inserting the words "county commissioner for cooperatives as the case may be"
(i) by inserting the words "county commissioner for cooperatives as the case may be"
g)in paragraph 12——
(i) by deleting the words inserting the words "This paragraph does not limit the effect of n subparagraph (5).
(i)by deleting subparagraph (6).
h) in paragraph 26 (l) by inserting the words "county commissioner for cooperatives as the case may be"immediately after the words"the Commissioner".
an he i adde ae yo, som u aip a (a) () ed u (! "before any".

TheThirdSchedule

115.THAT,the Third Schedule of the Bill be amended—

a) in paragraph 8 (2) "(directly or indirectly) in a business of the Cooperative with the knowledge that-it-was-being-carried-on-in-the-manner referred-to-in-subparagraph-(l)(a),-it-may\_order business of the Cooperative with the knowledge that it was being carried on in the manner referred to in subparagraph (l)(a), it may order those persons either jointly or severally".

2. b)inparagraphI3— 3. i.by inserting the words "county commissioner for cooperatives as the case may be" 4. s e so o, so a immediately after the words "the Commissioner" appearing in subparagraph (3);

i. by inserting the words "county commissioner for cooperatives as the case may be" immediately after the words "the Commissioner" appearing in the introductory clause of subparagraph (4);
iv. immediately after the words "the Commissioner" appearing in subparagraph (4)(b); and

7. immediately after the words"the Commissioner"appearing in subparagraph(5).

CHAPTERTHREE

3.0 COMMITTEE OBSERVATIONS ON THE SENATE AMENDMENTS TO THE COOPERATIVESBILL(NATIONALASSEMBLY BILLNO.7 OF2024)

The Committee having considered the Senate amendments to the Cooperatives Bill (National AssemblyBillNo.7of 2024)observedthat:

Long Title

1. THAT, the Bill be amended by deleting the long title and substituting therefor the following new long title--

""AN ACT of Parliament to provide for the registration, management, promotion and regulation of Cooperatives;andforconnectedpurposes".

CommitteeObservation

The amendmentmakes the title conciseand focused on the Bill's core regulatory purpose, removing the listing of specific offices which are better dealt with in the body of theAct.

Clause 2

2. THAT,Clause2oftheBillbeamended—

a) in the definition of the word "agricultural produce" by deleting the word "agricultural" appearing at the beginning of the definition and substituting therefor the word "members".

Committee Observation

The Committee rejected the proposed amendment since definition of agricultural produce is clear.

b)by deleting the definition of the word"annual delegates meeting".

CommitteeObservation

The Committee rejected the proposed deletion since delegate system is captured under sub-clause 60 (l). It is therefore important to retain the definition in the Bill.

c) in the definition of the word "Commissioner" by deleting the phrase "section 5" appearing

Committee Observation

The Commissioner is appointed under section 8 of the Act and not section 5. The amendment therefore corrects the mistake in cross referencing.

d) by deleting the definition of the word "County Director for Cooperatives" and substituting therefor the following new definition, "County Commissioner for Cooperatives" means the County Commissioner for Cooperatives appointed under section Il.

Committee-Observation

The Committee rejected this amendment. The County Directors for Cooperatives are technical officers appointed by County Public Service Boards and substituting the word"Director"with"Commissioner"does not reflect their designation within the county public service framework. All subsequent Senate amendments substituting "County Director for Cooperatives"for "County Commissioner for Cooperatives" are accordingly rejected and the title is retained as in the National Assembly Bill throughout.

e)bydeleting the definitionof theword"primaryCooperative".
f)by deleting the definition of the word"secondaryCooperative"
g) by deleting the definition of the word "special delegate meeting".

CommitteeObservation

The threedefinitionsshouldberetainedbecause theyhavebeenused inthebodyof the Bill.

h) by inserting the following new definitions in their proper alphabetical sequence,"diaspora-based member" means a member who is a Kenyan citizen but is not resident in Kenya; "intracounty registered as an intracounty primary cooperative;and (b)has additional membership of at least five hundred individual persons per county from more than two counties that are not the original county of registration of the intracounty primary cooperative; "intracounty secondary cooperative"means a cooperative whose membership is of five or more intracounty primary cooperatives;"intercounty secondary cooperative"means a cooperative whose membership is d s , iso d o cooperative for investment in fixed assets and liquid assets, shares, supporting working capital by a cooperative.

CommitteeObservations

a)TheSenateproposal to include definitionof"diasporabased member'was adopted by the Committee because it recognises cooperative members who reside outside thecountry.
b) The proposal by the Senate to delete definitions of "primary cooperative' and "secondary cooperative" and substitute with definitions of"intra county primary secondary

cooperative" and "intra county secondary cooperative" was rejected by the Committee. The Committee considered the proposal, and resolved that the Commissioner shall register cooperatives and the County Directors of cooperatives shall regulate the operations of cooperatives. This framework protects the authenticity of the register of cooperatives.
c) The proposal by the Senate to insert definition of the word "levy" was not adopted by the Committee. The Committee found that a levy would be an unjustifiable financial burden to cooperatives.
d) The proposal by the Senate to insert definition of the word "reserve fund" was adopted by the Committee because it enhances clarity and the term has been used in theBill.
Committee because it enhances clarity in the definition of "cooperative company".

Clause 4

3. THAT, clause 4 of the Bill be amended in paragraph (a) by deleting sub paragraph (ii) and substituting therefor the following new sub paragraph, "member economic participation".

Committee Observation

The Committee agreed with the Senate proposed definition as it aligns the guiding principles with International Cooperative Alliance (IcA) terminology

Clause 5

4. THAT, the Bill be amended by deleting clause 5 and substituting therefor the following new clause-- 5. (l) This Act shall apply to all cooperatives in Kenya.

(2) The Office of the Commissioner established under section 6, shall register-

4. a)an intercounty primary cooperative;

b) an intercounty secondary cooperative;

6. c)a Cooperative Federation; and

d) an Apex Cooperative.
(3) The office of the county commissioner for cooperatives in the respective county, shall register--

9. a)anintracountyprimarycooperative;and

b) an intracounty secondary cooperative.

11. (4)Acooperative thatisregisteredunder theSaccoSocietiesActshall—

a) comply with subsection (2) of (3) respectively; and
b) conduct business, be licensed, be regulated and be supervised by the Sacco Societies Act.
(5) This Act shall apply in any case where there is any inconsistency on any matter between this Act and any other legislation.

CommitteeObservation

The Committee considered the Senate's proposal to introduce a dual-level registration system categorising cooperatives as intracounty and intercounty,with county\_governments registering\_intracounty\_primary\_and\_intracounty\_secondary cooperatives. The Committee resolved that the Commissioner shall register all cooperatives and the County Directors for Cooperatives shallregulate cooperative operationswithin theirrespectivecounties.

The Committee noted that vesting registration in forty-seven county directors would fragment the national register,create duplication and inconsistency,and undermine the integrated cooperatives management information system proposed in the Bill.A central national registry under the Commissioner is therefore necessary to avoid duplicity and ensure coherent management of the cooperative sector. The noconstitutionallyuntenable.

On the applicable legal framework, the Committee noted that the Senate's amendmentsarepremisedonGazetteNoticeNo.16472of16thDecember2024, gazettedthirteendaysaftertheNationalAssemblypassedtheBillon3rdDecember 2024. The Committee was not persuaded to revise a considered legislative position on the basis of a subsequent executive instrument.The Committee further found that Gazette Notice No.I6472is apublicnotification andnotaLegal Notice constituting subsidiary legislation. It does not carry the normative legal force of Legal Notice No. 85 of 202l,which was made under section 12(b) of the Intergovernmental Relations ActasaformaldelineationinstrumentandwhichtheNationalAssemblyapplied in amend,orsupersedea Legal Notice.Legal NoticeNo.85of202Iaccordinglyremains the operative delineation instrument assigning registration of all cooperatives to the prevailsoveranyinconsistentexecutiveinstrument.

The Committee also noted a drafting concern with the Senate's proposed substitution of Clause 5. The proper function of an application clause is to define the scopeofthelegislationthatis,toanswerthequestionofwhothelawcovers.The which category of cooperative, thereby embedding administrative functions into a scope provision.This is problematic for three reasons:it places registration functions in the wrong part of the Bill; it conflates scope with administration; and it creates internal inconsistency and redundancy with Clauses 9 and 14 which already assign registration and regulatory functions to the Commissioner and County Directors respectively. The correct approach is to retain Clause 5 as a strict application clause covering all cooperatives in Kenya, with registration functions addressed in Clause 9 andcounty-level functionsinClauseI4.

The intra and intercounty classification being consequential to the dual registration framework the Committee has rejected, all Senate amendments premised on that classificationfallawayaccordingly.

Clause7

5. THAT, clause 7 of the Bill be amended by renumbering the existing provision as subclause (l) and inserting the following new subclause--

(2) The technical officers appointed under subsection (l) shall have relevant academic qualifications

CommitteeObservation

The Technical officers who serve at the Office of the Commissioner should have a wide range of qualifications including but not limited to cooperative management, economics, agribusiness, finance, accounting, statistics, business administration, community service, education and ICT. The proposal by the Senate was therefore rejected.

Clause 8

6. THAT,clause8of theBillbe amendedby—

c) deleting subclause (l) and substituting therefor the following new subclauses—

3. (l) Three months prior to a vacancy arising in the office of the Commissioner, the Public the office of the Commissioner for CooperativeDevelopment throughadvertisementin at least two daily newspapers of nationwide circulation. 4. (lA) The Public Service Commission shall, within six months of a vacancy arising in the position of the Commissioner,fill the vacancy through a competitive recruitment process.

d) deleting subclause (2) and substituting therefor the following new subclause, "A person is not qualified for appointment as a Commissioner,unless the person has—

6. (a) a bachelor's degree in cooperative management, cooperative business or other related fields; 7. which should be in the cooperative sector in a position not lower than county commissioner for cooperatives;and 8. (c) meets the requirements of Chapter six of the Constitution.

CommitteeObservation

The process provides guarantee of continuity in case the office is vacant. The qualifications proposed are prescriptive and hence encroach on the mandate of the Public Service Commission. The Committee adopted the process as proposed by Senate but retained the qualifications and experience required for appointment as provided by the National Assembly. The proposal is narrow and is rigid in primary legislation. Most senior regulatory heads in Kenya including PS and CS positions do not require twenty years of experience in primary legislation.

Clause9

7. THAT,Clause9of theBill be amended insubclause(2)—

a) by deleting the words "register all cooperatives in Kenya, and" appearing at the beginning of paragraph (c).

Committee Observation

The Committee resolved that the Commissioner shall register all cooperatives and maintain the nationalregister,and that the CountyDirectorsfor Cooperativesshall regulate cooperative operations within their respective counties. The intra and intercounty classification being consequential to the dual registration framework the Committee has rejected, all Senate amendments premised on that classification fall away accordingly.

CommitteeObservation

The committee agreed with the proposal for establishment of an integrated information management system but not to the deletion of paragraph (e) since the Commissioner should retain the role of inquiring into the conduct of the affairs of cooperatives.

d) in paragraph (f)—

2. (i) by deleting the word "federations" appearing immediately after the words "affairs of' and substituting therefor the words "an intercounty primary cooperative, an intercounty

CommitteeObservation

The intra and intercounty classification being consequential to the dual registrationframeworkthattheCommitteerejected,allSenateamendments premisedon thatclassificationfall awayaccordingly.

intercounty secondary cooperative, cooperative federations and the Apex Cooperatives and, where necessary, recommend inquiries into the affairs of the cooperatives; and
(fb) where appropriate, petition the High Court for the liquidation of intercounty primary, accordancetotheprovisionsofthisAct.

CommitteeObservation

The Committee resolved that the Commissioner shall register all cooperatives and maintain the national register, and that the County Directors for Cooperatives shall regulate cooperative operations within their respective counties. The intra and intercounty classification being consequential to the dual registration framework that the Committee rejected, all Senate amendments premised on that classification fall away accordingly.

e) by deleting the words "governments" appearing immediately after the words "building for cooperatives" appearing in paragraph (g) and substituting therefor the words "Commissioners of Cooperatives, relevant board of directors and relevant chief executive officers".

Committee Observation

The Committee rejected the proposed amendment and resolved that the Commissioner should retain the capacity building for county governments not just CEOs and boards of directors. Substituting "County Commissioner" for "County Director"would cause confusion with the Commissioner for Cooperatives.

f)by deleting paragraph (i).

CommitteeObservation

g) in paragraph (i) by inserting the words "verified and certified by the National Audit Director or the County Audit Director as the case may be" appearing immediately after the words "auditedfinancialstatements".

CommitteeObservation

The Committee rejected the proposed introduction of the National Audit Director of Cooperativesand the County Audit Director of Cooperatives.The Bill contains no establishment clause for either office, rendering all amendments premised on their existence inoperable. The existing Directorate of Cooperative Audit within the Commissioner's office already performs the functions proposed for these offices and has the institutional capacity and mandate to continue doing so. All subsequentSenate amendments premised on the existence of the National Audit

campaigns on cooperatives; and
(nb) supervise the elections of an intercounty primary cooperative, intercounty secondary cooperative,cooperative federation and the apex cooperative.

CommitteeObservation

The committee agreed to the new (na) but with reference to county directors of cooperativesandnotcountycommissioners.

The Committee agreed with the supervision of election of the secondary, federative and apex cooperatives but not the references of intercounty primary and intercounty secondary cooperatives.

Clausel0

8. THAT, clause I0 of the Bill be amended by renumbering the existing provision as subclause (1) andinserting thefollowingnewsubclauses

2) The Commissioner shall prepare and submit an annual report on the performance of all cooperatives toParliamentand theCabinetSecretarywithinsixmonths after theendofthe financial year.
3) Thereportshall containthefollowinginformation-
a) the number if any of cooperatives registered and deregistered;

5. b)thenumber if anyof inspectionsand inquiriescarriedout;

c) the number if any of board of directors found liable under the Act; and
d) the number if any of cooperatives that are at risk of liquidation or have been liquidated.

CommitteeObservation

The Office of the Commissioner is not a Constitutional Office and therefore may report to Parliament through the Cabinet Secretary.Additionally,details ofwhat should be contained in the report can be provided for inregulations to avoid overlegislating.The Senateamendmentalso introduces a constitutional problem.By stripping out the distinction between financial and non-financial reports and replacing it with a single performance report going to Parliament and the Cs. The Commissioner only reports on items specified under subclause (3).

Clause I1

9. THAT,clauseIIoftheBillbe amended— 2. a a (g "Office of the County" and substituting therefor the word "Commissioner".

b) in subclause (l) by deleting the word "Director" appearing immediately after the word "Ofice of theCounty"and substitutingtherefor the word"Commissioner"
c) in subclause (2) by deleting the word "Director" appearing immediately after the word "Office of the County"and substituting therefor the word"Commissioner".

CommitteeObservation

The Committee rejected this amendment. The title "County Commissioner for Cooperatives'would cause confusion with the "Commissioner for Cooperative Development"which is a distinct national office established under the Bill.

Clause12

10.THAT,clause12oftheBillbeamended—

a) in the marginal note by deleting the word "Director" appearing immediately after the word "Office of the County" and substituting therefor the word "Commissioner".
b) in subclause (l) by deleting the word "Director" appearing immediately after the word "Office of County" and substituting therefor the word "Commissioner".
c) in subclause (2) by inserting the words "and shall comply with Chapter Six of the Constitution" immediately after the words "in cooperative management and practice".

CommitteeObservation

Changing the name from county director for cooperatives to county commissioner for cooperatives will bring confusion between the Commissioner and the county commissioner for cooperatives.

Clause13

Il.THAT,Clause 13of theBill be amended by-

a) deleting the word "Director" appearing after the words "Office of County" in the marginal note and substituting therefor the word "Commissioner".

2. b)deleting subclause(l) and substituting therefor the following new subclauses—

(1) Three months prior to a vacancy arising in the position of the County Commissioner for Cooperatives, the County Public Service Board shall invite applications from persons who qualify for appointment to the office of the County Commissioner for Cooperatives

4. (lA) The County Public Service Board shall, within six months of a vacancy arising in the position of the County Commissioner for Cooperatives, fill the vacancy through a competitiverecruitmentprocess.

c) deleting subclause (2) and substituting therefor the following new clause,"A person is qualified for appointment as a County commissioner for cooperatives, if the person has—

6. (a) a bachelor's degree in cooperative management or cooperative business; 7. (b) a minimum of ten years' experience in cooperative management and practice; and 8. (c) meets the requirements of Chapter Six of the Constitution.

CommitteeObservations

a) Changing the title of director for cooperatives to county commissioner for cooperatives will bring confusion between the Commissioner and the county commissioner for cooperatives. The Committee agreed to the proposed clause (b) butwith retention of the nomenclature for the CountyDirector for Cooperatives.
b) The process of recruitment of the County Director for Cooperatives provides guarantee of continuity in case the office is vacant. The qualifications proposed are prescriptive and hence encroach on the mandate of the County Public Service Board. The Committee adopted the process as proposed by Senate but retained the qualifications as provided by the National Assembly.

Clause14

12.THAT,Clause I4of theBill be amended in subclause 2—
a) deleting the word "Director" appearing after the words "of the County" in the marginal note and substitutingthereforthe\_word"Commissioner"
b) by renumbering the current paragraph (a) as (b) and inserting the following new paragraph (a), "advice the County Executive Committee Member on the growth and development of cooperatives in the county".
c) by inserting the following new paragraphs immediately after paragraph (a)—
(ab) maintain a county cooperatives register;
(ad) enforce remedial measures against non-compliant intracounty primary and intracounty secondary cooperatives and,where necessary, recommend inquiries into their affairs;
(ac) implementnational integrated systemsfor theregistration and management of cooperatives and submit county annual returns to the Commissioner;
(ae)petition the High Court for the liquidation of intracounty primary and intracounty secondary cooperative where appropriate in accordance to the provisions of this Act;
(ag) promote alternative dispute resolution mechanisms for disputes relating to county primary and intracounty secondary cooperatives and their members.
(af)registerauditedfinancial statementscertifiedby thecounty auditdirector;and
and intracounty secondary cooperatives" immediately after the words "affairs of'.
f)by deleting paragraph (e).
e) in paragraph (c) by inserting the words "intracounty primary and intracounty secondary immediately after the words"supervise the elections of'.
the words "capacity building of' and substituting therefor the words"the board of directors andchiefexecutiveofficersofcooperativesinthecounty".
h) by deleting paragraph (i) and substituting therefor the following new paragraph, "promote partnerships between intracounty primary and intracounty secondary cooperatives and relevant stakeholders, including financial institutions, government agencies, and private sector players, to enhance cooperative development".

CommitteeObservations

a)Changing the title ofthecountydirector forcooperatives to countycommissioner forcooperativeswill bring confusionbetween the Commissioner and the county commissioner for cooperatives.
c) Registration of all cooperatives is a function of the National Government through the Commissioner. The County Director for Cooperatives can only be mandated
b) Advising the CEC on the growth and development of cooperatives is an important function of the county director. This proposal was adopted by the Committee.
d) The office of the County Director for Cooperatives may not have the capacity to auditallcooperativesinthecounty.

Clause15

13.THAT,ClauseI5oftheBillbeamended-
a) by deleting the word "Director" appearing after the words "by the County" in the marginal note and substituting therefor the word"Commissioner".
b) by renumbering the existing provision as subclause (l) and inserting the following new subclauses-
(2) The County commissioner for cooperatives shall prepare and submit an annual report on the performance of all their respective intracounty primary and intracounty secondary cooperatives to the Commissioner, County Assembly, and the County Executive Committee Memberwithin three months after the end of the financial year.
(3) The report shall contain the following information—
e) the number if any of intracounty primary and intracounty secondary cooperatives registeredandderegistered;
f) the number if any of inspections and inquiries carried out;
g)the number if any of boardof directorsfound liableunder theAct;and
h) the number if any of intracounty primary and intracounty secondary cooperatives that areatriskofbeingliquidatedorhavebeenliquidated.

CommitteeObservations

a) Changing the title of the county director for cooperatives to county commissioner for cooperatives will bring confusion between the Commissioner and the county commissioner for cooperatives.
b) The County Director for Cooperatives can only report to county assemblies through the county executive committee members. Details of the report should be captured inregulations.
c) The intra and intercounty classification being consequential to the dual registration framework the Committee has rejected, all Senate amendments premised on that classificationfall away accordingly.

Clause 16

14.THAT,ClauseI6(l)of theBillbeamendedby—
a) deleting the word "directors" appearing immediately after the words " forty-seven county" and substituting therefor the word"Commissioners".
b) inserting the following new subclause immediately after subclause (l)—
(lA) In the absence of the Commissioner, the county commissioners for cooperatives shall nominateoneoftheirowntochairthemeetingof theForum.

Committee Observations

a) The Committee rejected both amendments. On paragraph (a), changing the title of the county director for cooperatives to county commissioner for cooperatives will bring confusion between the Commissioner and the county commissioner for cooperatives.
b) On paragraph (b), the Committee found the proposed subclause unnecessary. The absence of a chairperson at any statutory body meeting gisastandard

administrativeoccurrenceadequatelyaddressedbytheForum'srulesofprocedure andthegenerallawonconductofmeetings.

Clause19

15.THAT,Clause19oftheBillbeamended—

a) by deleting paragraph (a) and substituting therefor the following new paragraph, "intracounty and intercounty primary cooperatives".
b) by deleting paragraph (b) and substituting therefor the following new paragraph, "intracounty and intercounty secondary cooperatives".

CommitteeObservation

The intra and intercounty classification being consequential to the dual registration framework the Committee hasrejected,all Senate amendmentspremised on that classificationfall away accordingly.

Clause20

I6.THAT,Clause20oftheBillbeamended-

a)by deleting subclause (3) and substituting therefore the following new subclause,"A primary Cooperativemaybeformedby atleasttwentypersons".
b) in subclause (4) by deleting the words ""that do not share the same objectives or proposes" appearing immediately after the words"two or more cooperatives".
c)by deleting subclause(5)and substituting therefor the following new subclauses
(5) A person intending to join two or more cooperatives under subsection (4) shall disclose cooperativetheyseektojoin.
cooperative,submita letterfromeachcooperative theyarea member confirming the natureandextentoffinancialliabilityoftheperson.
(5B)Despitetheprovisions of thisActor anyotherwrittenlaw,cooperativesmayinsuch manner and to such extent as the Cabinet Secretary may,in regulations prescribe,
(5C) Without prejudice to subsection (5B) and the regulations made their under, the information may be shared through the credit reference bureaus established under section 31of the BankingAct.
d) by deleting subclause (6).

CommitteeObservations

a) The amendments to subclauses (3) and (4) were rejected by the Committee to ensure consistency and safeguard the values and principles of cooperatives. Further the proposed insertion of 20 persons to form primary cooperatives is already provided for in sub clause 6.

2. b)The amendments proposed to subclause (5)were adopted by the Committee because it is necessary to impose conditions on joining multiple cooperatives with thesame objectives to avoidinstancesof defaults inrepayment of loans.

c) The proposed deletion of subclause 6 was rejected as 20 persons may form a primary cooperative

Clause21

17. THAT,Clause 2I of the Billbe amended—

a) in subclause (l) by inserting the following words "or the county commissioner for cooperatives, as the case may be"immediately after the words"The Commissioner".
b) in subclause (2) by inserting the words "or the county commissioner for cooperatives, as the case may be"immediately after the words"to the Commissioner".

CommitteeObservation

Registration of cooperatives is a function of the National Government through the Commissioner

Clause 22

18.THAT,Clause22of theBillbeamended—

five intraprimary"'.
b) by inserting the following new subclause immediately after subclause (2)—
(3) An intercounty secondary cooperative shall comprise of membership from at least five intercountyprimary cooperatives.

CommitteeObservation

The intra and intercounty classification being consequential to the dual registration framework the Committee has rejected, all Senate amendments premised on that classification fall away accordingly.

Clause23

19. THAT, Clause 23 (3) of the Bill be amended by inserting the words "and one primary cooperative ina particular value chain,business line or sub-sector"immediately after the words "two secondary cooperatives".

CommitteeObservation

Subclause 23(3) is not in the Bill.

Clause24

20. THAT, Clause 24 (2) of the Bill be amended by deleting the words "Cooperatives shall" appearing at the beginning of the subclause and substituting therefor the words "Cooperatives may".

CommitteeObservation

movement and weakening Kenya's representation in international cooperative forums.

Clause28

21.THAT,Clause 28 of the Bill be amended by inserting the words"or the county commissioner for inthefirstsentenceofthelastparagraph.

CommitteeObservation

RegistrationofcooperativesisafunctionoftheNationalGovernmentthroughthe Commissioner.

Clause29

22.THAT,the Billbeamended-
a) in subclause (l)——
(i) by deleting paragraph (a) and substituting therefor the following new paragraph, "by the chief executive officer of the intracounty primary cooperative in case of registration of an intercounty primary Cooperative".
(i)by deletingparagraph(b) and substituting therefor the followingnewparagraph,"(b) by at least five intercounty primary Cooperatives in case of registration of an intercounty secondary Cooperative."
b) in subclause(3)—
(i) by deleting paragraph (a) and substituting therefor the following new paragraph, "(a) in the case of registration of an intercounty primary cooperative under subsection (l) (a) a letter of commissionerforcooperativesof thecountywheretheintracountycooperativeis registered".
(i)by deleting paragraph (b);
(i) by deleting the words "and duly approved by the County Director for Cooperatives, amongst other things providing" appearing in paragraph (c) and substituting therefor the words "providing for amongst other things."
(iv)by deleting the words"County Director for Cooperatives"appearingimmediately after the ) om "Commissioner".
c) in subclause (4) by deleting the words "county director of cooperatives or the appointed the words "presided over by the" in paragraph (a) and substituting therefor the words "Commissioner or the appointed representative in the case of an intercounty primary, an intercounty secondary cooperative, cooperative federation".
d)by deleting subclause (5).

Committee Observations

a) The intra and intercounty classification being consequential to the dual registration framework the Committee has rejected, all Senate amendments premised on that classification fall away accordingly.
b) Primary cooperatives will be part of cooperative federations through the secondary cooperatives.
c) There is need for the legislation to provide for the procedure for registration of a cooperative federation hence Senate's deletion of subclause 5 was rejected.

Clause30

23.THAT,Clause30of theBillis amended-
a) in subclause (l) by deleting the words "The Commissioner may not register a Cooperative under this Act where in the opinion of the Commissioner" appearing in the beginning of the subclause and substituting therefor the words "The Commissioner or county commissioner for cooperatives, as the case may be, may not register a Cooperative under this Act where in their opinion".
b) in subclause (2) by inserting the words "or county commissioner for cooperatives as the case may be"immediately after the words"to the Commissioner"

CommitteeObservation

Registration of cooperatives is a function of the National Government through the Commissioner.

Clause31

24.THAT,Clause31oftheBillbeamended-
a)in paragraph(d) by inserting the words"or county commissioner for cooperatives as the case maybe"immediately after thewords"by theCommissioner".
b) in paragraph (g) by inserting the words "or county commissioner for cooperatives as the case may be" immediately after the words"The Commissioner".

CommitteeObservation

Registration of cooperatives is a function of the National Government through the Commissioner.

Clause32

25.THAT,Clause 32 of the Bill be deleted and substituted therefor with the following clause,"32. If the Commissioner or county commissioner for cooperatives, as the case may be, is satisfied that a relevant Cooperative has complied with the provisions of this Act and any Regulations made thereunder and that its proposed by-laws are not contrary to this Act or any Regulations made thereunder, the Commissioner or county commissioner for cooperatives, as the case may be, shall register the Cooperative and its by-laws under this Act within a period not exceeding thirty days fromthedateofverification".

CommitteeObservation

The proposal by theSenate addsvalue to theBill but thefunction should bereserved totheCommissioner.

Clause33

26. THAT, Clause 33 of the Bill be amended by inserting the words "or county commissioner for cooperatives,as the case may be,immediately after the words"by the Commissioner".

CommitteeObservation

Registration of cooperatives is a function of the National Government through the Commissioner.

Clause 34

27. THAT, Clause 34 (3) of the Bill be amended by inserting the words "or county commissioner for cooperatives,as the casemaybe,"immediately after thewords"reason,the Commissioner"

Committee Observation

RegistrationofcooperativesisafunctionoftheNationalGovernmentthroughthe Commissioner.

Clause35

28.THAT,Clause35oftheBillbeamendedby—
a) inserting the words "or county commissioner for cooperatives, as the case may be," immediately after the words "name, the Commissioner" appearing in subclause (1).
b) inserting the words "or county commissioner for cooperatives, as the case may be,"

CommitteeObservation

RegistrationofcooperativesisafunctionoftheNationalGovernmentthroughthe Commissioner.

Clause37

29.THAT,Clause37of theBillbe amended—
a)in subclause (2) by inserting the words"or county commissioner for cooperatives,as the case maybe,"immediately after thewords"to the Commissioner".
b) deleting subclause (3) and substituting therefor the following subclause,"(3) If the Commissioner or county commissioner for cooperatives, as the case may be, is satisfied that anyamendmentoftheby-lawsoftheCooperativeisnotcontrarytothisAct,theRegulations made hereunder and any other written law, they may register the amendment".

c)deleting subclause (4) and substituting therefor the following subclause,"(4) The Commissioner or county commissioner for cooperatives, as the case may be, may, if satisfied, that an amendment under this section was effected pursuant to a misrepresentation or concealment of a material fact or fraud by the person applying for registration, may cancel the amendment".
on (, s mo n ) s ( amendment of the by-laws of a Cooperative, the Commissioner or county commissioner for cooperatives,as the case may be,shall issue to the Board of Directors a copy of the amendment certified by the Commissioner or county commissioner for cooperatives which shall be conclusive evidence of the fact that the amendment has been duly registered."
e) in subclause (8).by inserting the words "or county commissioner for cooperatives, as the case may be,"" immediately after the words "by the Commissioner".

CommitteeObservation

Registration of cooperatives is a function of the National Government through the Commissioner. The Commissioner is therefore mandated to register amendment to by-laws of cooperatives.

Clause38

30. THAT, Clause 38 of the Bill be amended by inserting the words "or nominee" immediately after thewords"personal representatives".

CommitteeObservation

Addition of nominee addresses a practical gap, particularly in the case of SAccOs and investment cooperatives where members designate beneficiaries. The Senate amendmentwas adopted by the Committee.

Clause39

31. THAT, the Bill be amended by deleting Clause 39 and substituting therefor the following new clause, "39. A party aggrieved by the decision of the Commissioner or county commissioner for

CommitteeObservation

Registration of cooperatives is a function of the National Government through the Commissioner's refusal to register them is progressive. The thirty days appeal windowis appropriate.

Clause40

32. THAT, the Bill be amended by deleting clause 40 and substituting therefor the following new clause, "40. A document purporting to be signed by the Commissioner or county commissioner for cooperatives, shall be presumed to have been signed by them until the contrary is proved".

CommitteeObservation

Registration ofcooperatives is a function of the National Government through the Commissioner. Registration documents can therefore only be signed by the Commissioner.

Clause 43

cooperatives"immediately after thewords"by theCommissioner"

CommitteeObservation

Only the Commissioner can impose fines to cooperatives.The County Director for Cooperatives hasnorole in this.

Clause44

34.THAT,Clause44of theBillbeamended—
a) in subclause (l) by inserting the following new paragraph immediately after paragraph (b), "(ba) isadiaspora-basedmember"
b)bydeletingsubclause(2)

CommitteeObservation

a)Recognition of diaspora-based members is a significant and progressive movement.
b)Deletion of therequirement for approval for corporate membership simplifies the processbutremovesanimportantdemocraticsafeguard.

Clause 47

35.THAT,clause47oftheBillbeamended—
a) by inserting the following new subclauses immediately after subclause (l)—
(lA) Theboardofdirectorsofacooperative shallprovideforelectronicvotingby membersof the cooperative.
(IB) The board of directors of a cooperative shall ensure that the members are facilitated to ofthemembersunderthisAct.
b) in subclause (2) by deleting the word "shall" appearing immediately after the words "A cooperative"and substituting therefor the word"may"

CommitteeObservations

a) Electronic voting will increase member participation, particularly diaspora members. Secret ballot for special resolutions protects members from undue process.

b) Removal of mandatory prohibition of membership classification reduces protection against vote manipulation.

Clause51

36. THAT, Clause 5l of the Bill be amended by inserting the words "or county commissioner for cooperatives, as the case may be,"immediately after the words"send to the Commissioner".

CommitteeObservation

The amendmentisnecessarybut the relevant office is thatof the CountyDirectorfor Cooperatives.

Clause 53

37.THAT,Clause53oftheBillbeamended-
a) in subclause (2) by deleting the words "fifteen days" appearing immediately after the words "provided to members"in subclause and substituting therefor the words"twenty-one days".
b) in subclause (3) by deleting the word "Director" appearing immediately after the words "or the County"and substituting therefor the word "Commissioner".

CommitteeObservation

a) Extending the time from fifteen to twenty-one days gives members more time to review financial estimates before the meeting which is likely to improve member participation.
b) The Committee resolved to adopt the title County Director for Cooperatives and thusrejected theSenate amendment.

Clause 54

38.THAT,Clause54of theBillbe amended-
a) in subclause (1)(c) by inserting the following new subparagraphs after paragraph (ii)-
(iv) the trial balance;
(v) the cash flow statement;
(vi) the management accounts detailing revenue, expenses, and surplus distribution;
(vii)thereports on member contributions,withdrawals,andrefunds;or
(vii) any other financial information prescribed in the regulations based on the size and complexity of thecooperative.
b) by inserting the following new subclauses immediately after subclause (l)—
s s cooperatives, the Cooperative shall in addition to the books under subsection (l) include-
(a) loan performance report, including the classification of loans (performing and nonperforming loans.
(b) loan provisioning and write-offs;
(c) delinquency ratio and creditrisk assessment.
(d) liquidity and capital adequacy report.

e) investment portfolio statement detailing all cooperative investments, including securities,deposits,andrealestate.

2. (IB) In respect to member produce cooperatives, the Cooperative shall in addition to the books under subsection (l) include— 3. (a)-production-and-inventory-report-on-products-and-inputs. 4. (b) status of equipment and machinery, including operational efficiency. 5. (c)status ofstorage facilities and logistics infrastructure. 6. (d)listofcooperative-ownedagricultural land anditsutilisationstatus. 7. (IC) In respect to Transport Cooperatives (TransCoops), the Cooperative shall in addition to thebooksundersubsection(l)include- 8. (a)listoffleetassets,includingvehicles,maintenanceschedules,anddepreciationstatus. 9. (b) operational income and expenditure report, including fuel costs, repairs, and insurance expenses, 10. (c)loan andleaseobligationsforfleetexpansion andrenewal. 11. (d) compliance status with transport regulatory requirements. 12. (ID) In respect to Housing Cooperatives, the Cooperative shall in addition to the books under subsection (l) include- 13. (a)property ownershipreport,including details ofcooperative-owned land,buildings,and ongoingconstructionprojects. 14. (b) membership subscription payments towards housing projects. 15. (c)loanobligationsrelatedtorealestatedevelopment. 16. (d) occupancy and tenancy reports for rental cooperative properties. 17. (IE) In respect to Investment Cooperatives, the Cooperative shall in addition to the books under subsection(l)include— 18. (a) breakdown of cooperative investments, including equity holdings in listed and unlisted companies; bonds, treasury bills, and other financial instruments, real estate assets and returnsoninvestment; 19. (b) valuation report on investment properties and other assets; and 20. (c)risk exposure analysis related to investments.

CommitteeObservation

The amendments proposed by the Senate contain details that can change from time to time hence requiring flexibility in amendment of their enactment instrument.Such fine detailsoughttherefore tobeprovided forinRegulations.

c)byinserting thefollowing subclauseimmediately after subclause(2)—
(2A) A board ofdirectors that fails tocomplywithsub-section(l)shall be deemed tohave committed an offence.
(2B) The Commissioner or the county commissioner for cooperatives as the case may be may

CommitteeObservation

Imposition of penalties is a function of the Commissioner,the County Director for Cooperativesthereforehasnoroleinit.

d) in subclause (4) by deleting the words "approved by the Commissioner" appearing immediately after the words "list of auditors" and substituting therefor the words "proposed by the board ofdirectors".

CommitteeObservation

Auditors of a cooperative shall be proposed by the board of directors from a list of auditors approvedby theCommissioner.

e) in subclause (5) by inserting the words "or county commissioner for cooperatives, as the case
f) in subclause (6)(d) by inserting the words "chief executive officer" immediately after the words "authenticated by the chairperson".
g) in subclause (7) (a) by deleting the words "approved by the Commissioner" appearing immediately after the words "accounts have been" and substituting therefor the words "certified by the National Audit Director of Cooperatives or the County Audit Director of Cooperatives as the case may be and approved by the Commissioner or county commissioner for cooperatives, as the case may be, to be".

4. h)byinserting newsub-clausesimmediately after subclause 8- 5. (8A) The Auditor shall, in the audit report recommend measures to be adopted by the cooperative to improve performance. 6. (8B) TheAuditor shall, aspart of the audit reportsubmit a risk report. 7. i)in subclause (ll) by deleting the words "at such time and in such form as may be prescribed, file with the Commissioner" appearing immediately after the words ""Cooperative shall" and substituting therefor the words "within ten days after the general meeting under subclause (8) and in such form as may be prescribed, file with the National Audit Director of Cooperatives or the County Audit Director of Cooperatives as the case may be".

j) by inserting the following new subclause immediately after subclause (ll), "(llA) The National Audit Director of Cooperatives or the CountyAudit Director of Cooperatives, as the case may be,shall authenticate the documents submitted under subsection(ll)and submit them to the within aperiodofonemonth afterreceiptof thedocuments".
k) in subclause (12) by inserting the words "or county commissioner for cooperatives, as the case may be,""immediately after the words "unless the Commissioner".

10. 1)by inserting the following new paragraphs after subclause (12)— 11. (12A) The Commissioner or the county commissioner for cooperatives as the case may be, may in additionto the power under subsection(12),have the power to— 12. (a) dissolve the board of directors and appoint an interim board, which shall serve for three months or until a general meeting is convened to elect a new board whicheverisearlier; 13. (b) direct the freezing of capital expenditure until compliance with the audit requirementshasbeen met; 14. (c) place the cooperative under enhanced supervisory and regulatory oversight, until the cooperativecomplieswith the auditrequirements;and 15. (d) institute recovery measures against members of the board of directors who were in office at the time of non-compliance, where such non-compliance resulted in financial loss, fraud, misappropriation, or misuse of cooperative funds.

(12B) All members of the Board of Directors of a cooperative that fail to cause an audit of its financial statements within the prescribed period commit an offence and shall is liable uponconviction toimprisonmentfor threeyearsorafinenotexceedingfivehundred thousandorboth.
(l2C)-An-auditor-who-falsifies-the-audited-financial-statements-under-subclause-(8)-shall-commit anoffenceandshallbeliableuponconvictiontoimprisonmentforthreeyearsorafine notexceedingfivehundredthousandorboth.
m)in subclause (13) by deleting the words "Director for Cooperatives shall ensure that all primary andsecondary cooperatives"and substituting therefor"Commissioner for Cooperatives shall ensure that all intracounty primary and intracounty secondary cooperatives".
n) in subclause (15) by inserting the words"or county commissioner for cooperatives, as the case may be,"immediately after the words"The Commissioner".

CommitteeObservations

a)TheCountyDirector forCooperativeshasnorole in the auditingofcooperatives. The Committee rejected the proposed introduction of the National Audit Director ofCooperativesand theCountyAuditDirectorofCooperatives.TheBillcontains no establishmentclause for eitheroffice,renderingallamendmentspremised on their existence inoperable.The existing Directorate of Cooperative Audit within the Commissioner's office already performs the functions proposed for these offices and has the institutional capacity and mandate to continue doing so. All subsequent Senate amendments premised on the existence of the National Audit Director or CountyAuditDirectorfall awayaccordingly.
b) The intra and intercounty classification being consequential to the dual registration framework that the Committee rejected, all Senate amendments premised on that classification fall away accordingly.
c)Non-compliance matters donotwarrantcriminalprosecution.

Clause55

39.THAT,Clause 55 (1) of the Bill be amended by deleting the words "or county director of substituting therefor the words"county commissioner for cooperatives,National Audit Director of Cooperatives of County Audit Director of cooperatives".

CommitteeObservations

a)TheCommitteeresolved toadoptthe titleCountyDirector forCooperativesand thusrejectedtheSenateAmendment.
b) The Committee rejected the proposed introduction of the National Audit Director of Cooperatives and the County Audit Director of Cooperatives.The Bill contains no establishmentclauseforeitheroffice,renderingallamendmentspremised on their existence inoperable.The existing Directorate ofCooperative Auditwithin the Commissioner's office already performs the functions proposed for these offices and has the institutional capacity and mandate to continue doing so. All subsequentSenateamendmentspremised on theexistence of the National Audit Director or CountyAuditDirectorfall away accordingly.

信

Clause56

40.THAT,Clause56of theBillbe amended—

a)in subclause(3)by deleting the words"director ofcooperatives"appearing immediately after the words "commissioner or county" and substituting therefor the words "commissioner for cooperatives as the case may be".
b) by inserting the following new subclause immediately after subclause (5), "(5A) The board of directors shall ensure that the notice issued under subsection (5) shall be shared to members both through their physical addresses and through the official virtual platforms of the respective cooperative'".
c) in subclause (6)—
p (e), () d ie d au ol se () the percentage of the surplus that is to be deposited in the reserve fund of the cooperative".
(i) by inserting the words "consider any reports on debt to equity ratio of the cooperative and" immediately before the words "determine where necessary" appearing in paragraph (f);

CommitteeObservations

a) The Committee resolved to adopt the title County Director for Cooperatives and thusrejected theSenateAmendment.
b) Using virtual platforms to issue notices will ensure that the notices are received by moremembersofthecooperative.

3. acooperative shouldbeprescribed inRegulations.

Clause 57

41.THAT,clause57oftheBillbeamended-
a) in subclause (2)—
(i) by deleting the words "director of cooperatives" and substituting therefor the words "commissioner for cooperatives as the case may be", immediately after the words "Commissioner or county"
(i) by inserting the following subclause immediately after subclause (2), "(2A) The members demanding the special meeting shall ensure that the notice issued to other members in subsection (2) shall be shared to members both through their physical addresses and through theofficialvirtual platformsof therespectivecooperative".
b) by deleting subclause (3) and substituting therefor the following new subclause, "(3) The special general meeting of the respective cooperative at which the Commissioner or county commissioner for cooperatives may direct the matters to be discussed at the meeting.
c) by deleting subclause (4).

CommitteeObservations

a) The Committee resolved to adopt the title County Director for Cooperatives and thus rejected the Senate Amendment.
b) Using virtual platforms to issue notices will ensure that the notices are received by more members of the cooperative.

c) Calling for a special general meeting is the responsibility of the Commissioner and nottheCountyDirectorforCooperatives.

Clause58

42. THAT, Clause 58 of the Bill be amended by deleting subclause (2) and substituting therefor the o as (e osns fo sa (, ss s County Commissioner for Cooperatives may preside at any meeting of a Cooperative convened pursuantto a directiveof theCommissioner or theCountyCommissioner for Cooperatives".

CommitteeObservation

The Committee resolved to adopt the title County Director for Cooperatives and thusrejectedtheSenateAmendment.

Clause59

43.THAT,Clause59oftheBillbeamended-
a)by deleting subclause (l) and substituting therefor the following subclause,"(l) A Cooperative shall hold its general meetings physically, virtually, or in a hybrid of virtual and physical meeting subjecttocompliancewithsuchrequirementsasmaybeprescribedintheRegulationsorby anyotherwrittenlaw".
b) by deleting subclause (2).

CommitteeObservation

The Committee rejected this amendment. In the Committee's view,meetings involving weighty matters such as amalgamation, dissolution, and major financial decisions require physical attendance to ensure meaningful member participation, informed deliberation, and the democratic legitimacy that such consequential decisions demand, except in exceptional circumstances such as those experienced duringtheCOVID-19pandemic.

Clause 60

44.THAT,Clause60(2)of theBillbe amended—
a) by deleting the word "physical" appearing immediately after the words "exclusively discussed at
a"in the introductory clause.
b) by inserting the following new paragraphs immediately after paragraph (d)—
(da)borrowingby thecooperative.
(db)investment in non-core activities by the cooperative.

CommitteeObservation

a)Themattersoutlinedare verysensitive andshould thereforebediscussed ina internetorarenottechsavvy.

b) The Committee rejected the Senate amendment to insert paragraphs (da) and (db) because the generalities can be set in an AGM then decisions left to board of directors.

Clause61

45.THAT,Clause6Iof theBill be amended—
a) by inserting the following new subclause immediately after subclause (l)—
(IA) Despite subsection (l), the Commissioner, may in the case of an Apex Cooperative approve the increased membership of the Board of Directors up to a maximum of fifteen membersbasedon the differentsectorsrepresented in theApexcooperative.
o s a l s r (a) Directors in an Apex Cooperative--
(i) producer cooperatives;
(ii) housing cooperatives;
(ii) savings and credit cooperatives;
(iv) savings and investment cooperatives;
(v) transport cooperatives;
(vi) worker cooperatives; and
(vii) consumer cooperatives.
o ( n ( after the words "eligible for re-election and shall be eligible for re-election for one term of rotation and eligible for reelectionshallonlyconstitute one third of the directors who are longest serving in office since the last election".

CommitteeObservations

a) A board membership of fifteen in the Apex Cooperative is too high. The membership should be capped at eleven.
b) Representation of the listed cooperatives in the Apex Cooperative was adopted by the Committee.
c) The proposal by the Senate on retirement by rotation was adopted by the Committee.

Clause 63

46.THAT,Clause 63 (1) of the Bill be amended—
s (e, d n ( d ( have a minimum of a post-secondary level of education certificate in cooperative management and practice from a university recognised in Kenya, unless exempted by the Cabinet Secretary or by the County Executive Committee member as the case may be in accordance with the regulations: Provided that this subparagraph shall not apply to Cooperatives in respect of which the Sacco Societies Act apply".
b) by deleting paragraph (h) and substituting therefor the following new paragraph, "(h) has been removed by the Commissioner or County commissioner for cooperatives as the case may be, after being adversely mentioned in an inquiry report or any inspection report for mismanagement or corrupt practices".

c) by deleting the word "charged" appearing in paragraph (i) immediately after the words "has been"and substituting therefor the word"convicted".
e) by inserting the words "or any other written law" immediately after the\_words "Regulations
d) by deleting the word "three"" appearing immediately after the words "a term exceeding" and substitutingtherefor theword"six"

4. f)by inserting the following new paragraphs immediately after paragraph (n)—- 5. (nb) hasbeen found guilty of professional or ethical misconduct; 6. (na)has been convicted of an offencefinancial misconduct; 7. (nc) has been found liable for mismanagement or gross misconduct; 8. (nd) lacks fiduciary indemnity cover or bond; and

CommitteeObservations

a) Secondaryschool education is adequateparticularlyforsmall ruralcooperatives. Imposing a mandatory post-secondary education qualification for board leadership contrary to the cooperative principle of democratic member control and open membership.

2. disqualification occurs only after due process has been followed. This represents an important procedural safeguard.

d) The committee was convinced that the current three-month imprisonment threshold captures individuals convicted of relatively minor offences, including traffic violations and petty misdemeanours, which do not necessarily reflect on a person's suitability for cooperative board service.Increasing the threshold to six enhancing proportionality y without undermining governance standards. Additionally,the introduction of a specificdisqualificationforfinancial crimes under paragraph (na) directly targets misconduct most relevant to board fitness, ensuring that the overallframeworkremainsrobust.
c) The amendment to allow for competitive recruitment is progressive as it promotes appointment process.

5. e)The requirement for fiduciary indemnity cover (nd) is innovative but may be onerous forsmall cooperatives.

Clause 64

47.THAT,Clause64oftheBillbeamended-

a)insubclause e (l) by inserting the words "crisis management plan, development and implementation of the data protection policy, policy for protection and reward of whistle blowers, annual member surveys" immediately after the words "internal controls".
c) in subclause (5) (b) by deleting the word "by-laws" appearing immediately after the words "prescribed in the"and substituting therefor the words"board charter"
all, pom au he iai uedde auodde, prom a alp (e) () asnns u! (q and substituting therefor the words "competitively recruit".

CommitteeObservation

a)The Committee agreed with amendments to subclause (l) and (2)(a) as a competitively recruited CEO ensures a merit based criteria that attracts skilled managers and ensures professional management of cooperatives.
b) The Committee rejected the amendment to subclause (5)(b). The term "board charter" is a new introduction that is unfamiliar to the cooperative movement in Kenya. Co-operators are familiar with "by-laws" as the governing instrument of a cooperative.

Clause65

48.THAT,Clause65(4)of theBill be amended—

a) by deleting paragraph (a) and substituting therefor the following new paragraph, "(a) County Commissioner for Cooperatives in case of intercounty primary and intracounty secondary Cooperatives'.
b) by inserting the words "intercounty primary cooperative, intercounty secondary cooperative,""

CommitteeObservation

Clause 66

49.THAT,Clause66of theBillbe amended—

a)by inserting the following new subclauses immediately after subclause (2)—
(2A) The Board of Directors shall cause to be advertised in one newspaper of nationwide circulation, the website and social media platforms of the cooperative, the vacancy for the persons in subclause (3) (c).
(2B) A person shall not be qualified for appointment as a member of the nomination committee iftheperson—
(i) is amember of the Cooperative;
(i) has been a member of the supervisory board or the nomination committee or other management offices of the Cooperative;
(ii) is an undischarged bankrupt;
(iv) is of unsound mind;
(v) has been removed by the Commissioner or County commissioner for cooperatives as reportfor mismanagementor corruptpractices;
(vi) has been convicted in a court of law with an offence relating to a breach of fiduciary duty;
(vi) has been convicted of any offence involving dishonesty or an offence under any other written law orhasbeensentenced toimprisonmentfor a term exceedingsixmonths;
(vii) has been convicted of an offence under this Act or Regulations made thereunder.

(e, d m a e () () s ( Commissioner or their representative or the county commissionerfor Cooperatives in whose jurisdiction the Cooperative is situated, shall be the chairperson".

CommitteeObservations

a) Subclause 66(2A) should be amended to allow for advertising through a media that can reach every member of the cooperative.Apex and Cooperative Federations may advertise through newspapers of countrywide circulation. The Clause may be amended to read,"The Board of Directors shall cause to be advertised in one newspaperofnationwidecirculationor thewebsiteor socialmediaplatformsofthe cooperative, the vacancy for the persons in subclause 3(c)".
c) The substitution of clause 3(a) was rejected.
b) The proposed amendments (2B) may disadvantage start-ups and small cooperatives and therefore such qualifications should be provided through respective electoral policies.

Clause67

50.THAT,Clause 67of theBillbe amended—
a) in subclause (7) (c) by inserting the words "county commissioner for cooperatives, as the case
b) by deleting subclause (9) and substituting therefor the following new subclause
(a) eachof the amalgamatingCooperative shall stand dissolved and its registration cancelled except for amalgamation by absorption;
(9) If, the Commissioner or the county commissioner for cooperatives as the case may be, is satisfiedthatthesecondaryresolutionsofeachoftheCooperativesamalgamatingcomply with the provision of this section, they may register the amalgamated Cooperative and its by-laws and thereupon—
(b) theregistration of the amalgamated Cooperative shall be a sufficientconveyance tovest Cooperativesintheamalgamated Cooperative;
(d) any shareholders of the amalgamating Cooperatives or any other persons who have accordance with the secondary resolution, may pursue such claims against the amalgamated Cooperative.
(c) the remaining members of the amalgamating Cooperatives shall become members of the amalgamated Cooperative and will be subjected to its by-laws; and
(e)in subclause (lo) by inserting the words "or county commissioner for cooperatives, as the case may be" immediately after the words "the Commissioner".

CommitteeObservations

The Committee resolved to adopt the title County Director for Cooperatives and Commissioner for Cooperative development thus rejected the Senate amendments making reference to the County Commissioner for Cooperatives.

Clause68

51.THAT,Clause68oftheBillbeamended-

a) in subclause (8) (c) by inserting the words "or county commissioner for cooperatives, as the case maybe"immediately after thewords"the Commissioner".
b) by deleting subclause (9) and substituting therefor the following new subclause,"(9) The Cooperative may, by further resolution passed by a two-thirds majority of the members present and voting, confirm the preliminary resolution, with or without changes which in the opinion of the Commissioner or county commissioner for cooperatives, as the case may be, are not substantial, and their decision as to whether any changes are or are not substantial shall be final".

3. c)by deleting the introductory section of subclause(lo) and substituting therefore the following new subclause, "(lo) lf the Commissioner or county commissioner for cooperatives, as the case may be, is satisfied within such time as they considers reasonable that the provisions of the secondaryresolutionandtheprovisionsofthissectionhavebeencompliedwith,theymay, register the Cooperatives into which the existing Cooperative has been divided and the by-laws ofsuchCooperativeandthereupon.

d) in subclause (ll) by inserting the words "or county commissioner for cooperatives, as the case may be"immediately after thewords"the Commissioner"

CommitteeObservation

The Committee resolved that the Commissioner for Cooperative Development shall register all cooperatives hence it therefore follows that division and classification of cooperatives squarely fall within that same office. Accordingly, the proposed amendments to subclauses 8(c), 9 and I0 were rejected.

Clause69

52.THAT,Clause69of theBillbe amended—
a) by deleting subclause (l) and substituting therefor the following new subclauses—-
(I) A Cooperative which has as one of its objects the disposal of any member's produce may enter into a contract with its members, either in its by-laws or by a separate document bindinga member todispose of all theirproduce,or suchamounts or descriptionsof the same as may be stated therein, to or through the Cooperative.
(lA) The contract under subsection (l) may——
(a) bind the member to produce the quantities of the member's produce therein specified;or
(b) provide for payment of a specific sum per unit of weight or other measure as liquidateddamagesfor anybreachofthecontract.
(IB) Any sum payable under subsection (lA) (b) shall be a debt due to the Cooperative and shall be a charge upon the immovable property of the member subject to registration of thechargeundertherelevantlaw.
b) by inserting the following paragraph immediately after paragraph (4), "(5) It shall be the duty of everypersonapplyingformembershipofaregisteredCooperativetodisclosetothe Cooperative particulars of all such contracts as are mentioned in this section".

CommitteeObservation

The amendment to insert a new subclause 69(5) was rejected because a member may elect to be paid directly less any liabilities to the Cooperative through a manual or electronic-system.

Clause70

53.THAT,Clause70oftheBillbeamended-

a) in subclause (l) by deleting the words "but no such fine shall be imposed upon any member untilwrittennoticeofintentiontoimposethefine and thereasonthereforehasbeenserved on the member and the member has had an opportunity of showing cause why the fine should not be imposed and, if the member so desires, of being heard with or without witnesses."
b) by inserting the following new subclause immediately after subclause (l), "(lA) A fine shall not be imposed upon any member until written notice of intention to impose the fine and the reasonthereforehasbeenservedonthememberandthememberhashadanopportunityof showing cause why the fine should not be imposed and, if the member so desires, of being heardwithorwithoutwitnesses."

3. c)in subclause (2) by deleting the words"Any such fine"appearing at the beginning of the clause and substituting therefor"A fine under this section".

d) in subclause (4) by deleting the words "subsection (5)" appearing immediately after the words "inaccordancewith"and substituting therefor"section69(5)"

5. e)by deleting subclause (5).

CommitteeObservation

The amendments were adopted by the Committee.

Clause73

54.THAT,clause73oftheBill be amended—

a)by inserting the following new subclause immediately after subclause (l),"(lA)A Commissioner or a county commissioner for cooperatives as the case may be, shall issue written notice to an employer who fails to remit the sum owing to a cooperative under subsection (l) within seven days of receipt of a notification by a cooperative".
b) in subclause (2) by inserting the words "or county commissioner for cooperatives as the case may be" immediately after the word "Commissioner".
c)by deleting subclause (3).
d)bydeletingsubclause(4).
e) by deleting subclause (5).
f)by deleting subclause (6) and substituting therefor the following new subclause, "(6) The Commissioner or county commissioner for cooperatives as the case may be, shall, by written notice,appoint aperson or institution tobe an agentof theCooperative for thepurposes of collectionandrecoveryofadebtowedtotheCooperativebyanemployerthathasnot complied with the notice issued under subsection (2)".
g) in subclause (8) by deleting the phrase "subsection (3)" appearing immediately after the words "under subsection"and substituting therefor the phrase"subsection (2)".

h)by deletingsubclause(8) and substituting therefor the following new subclause—
(8) Where an agent claims to be unable to comply with subsection (7) by reason of lack of monies held by or due from the agent, the agent shall give a written notification to the Commissioneror countycommissioner for cooperativesas thecasemaybe,stating the reasonsfortheagent'sinabilityandtheymay-
(a) accept the notification and cancel or amend the notice accordingly; or
(b) if not satisfied with the reasons,reject the notification in writing.
i)in subclause (9) by deleting the words "Where an agent fails to notify the Commissioner or the ns ass ar go q a ade si the words ""VWhere the agent rejects the notice under subsection (6) or fails to notify the Commissioner or county commissioner for cooperatives, as the case may be, under subsection (8)".
i))by deleting subclause (12) and substituting therefor the following new subclause,"(12) Failure to comply with this section shall constitute an offence by the employer despite the employer facing prosecution under any other written law".

CommitteeObservations

a) The Committee rejected the amendments proposing the insertion of a new subclause (lA), the deletion of subclauses (3), (4), and (5), and the substitution of subclauses (6), (8), and (9), as it resolved to maintain the distinct roles as set out underclause73.
b) However, the Committee considered the proposed amendment creating an offence for employers who fail to comply with this section to be necessary in order toenhancecomplianceandenforceability.

Clause75

55. THAT, Clause 75 of the Bill be amended in subclause (5) by inserting the words"or the county commissioner for cooperatives, as the case may be"" immediately after the words "the Commissioner"

CommitteeObservation

The Committee resolved that the registration of all cooperatives is vested in the Commissioner for Cooperative Development. It therefore follows that the issuance of an agency notice to a defaulting cooperative's bank under section 75 is a function of the Commissioner, and it is not necessary to assign this role to the County Director for Cooperatives.

Clause79

56. THAT,Clause 79 of the Bill be amended by deleting the phrase "section 79" appearing immediately after the word"proved under section" and substituting therefor the phrase"section 78".

CommitteeObservation

This proposal was adopted by the Committee as it is correcting a cross referencing error.

Clause81

57.THAT,Clause8loftheBillbeamended—

a) by re-numbering the existing provision as subclause (l)
b) by inserting the following new subclauses immediately after the re-numbered subclause (l)—
(2) An employee or a member of the board of directors of a cooperative shall not act as a thatcooperative.

4. an employee or a member of its board of directors which amounts in the aggregate do not exceedtenpercentofitsgrossloanportfolio.

(4) The conditions for the grant of a loan or credit facility to an employee or a member of the boardofdirectorsshallcomplywith allrequirementsunder thisActwithrespecttogrant ofloans toothermembers of thecooperativeandshallnotbe madeontermsmore favourablethanthoseextendedtomembersofthecooperative.

6. (5)Anemployeeoramemberoftheboardofdirectorswhohasappliedforaloanorcredit facility under subsection (3) shall not be present while their application is being considered.

(6) The Board of Directors of a Cooperative shall on or before the fifteenth of each month submit to the Commissioner or the county commissioner for cooperatives, as the case may be,theprescribed insiderlending and loanperformancereport madeby the cooperative.
(7) Where the Commissioner or county commissioner for cooperatives establishes that an employee of the cooperative failed to comply with the provisions of this section,the Commissioner or county commissioner for cooperatives, may direct that the employee repay the loan amount under this section to the cooperative together with interest at such rate as theCommissioner or county commissionerforcooperatives deemsfit.

9. (8)1 In addition to the provision under subsection (7),the Commissioner or the county of the cooperative.

(9) This section shall apply despite the act or default by the employee constituting an offence under anyother lawforwhichthe employee has beenprosecutedor is likelytobe prosecuted.

CommitteeObservation

Thenewprovisions included in thisclause arerelevant andwere thereforeadopted by the Committee.However, the inclusion of the County Director for cooperatives in subclauses (6), (7) and (8) was rejected by the Committee.

Clause 82

58. THAT, the Bill be amended by deleting clause 82 and substituting therefor the following new clause-

82.(l)Subject to the approval of two thirds of its members at a general meeting,a Cooperative may receive loans of up to thirty percent of its equity from persons who are not members of thecooperative.
(2)The resolution of the Cooperative in subsection (l) shall be submitted to the Commissioner or the county commissioner for cooperatives, as the case may be.
(3) In this section a deposit of money under a hire-purchase agreement shall be deemed to be aloan.

CommitteeObservation

The substituted provision was adopted by the Committee as a democratic safeguard against unsustainable debt. The 30% equity cap provides a clear borrowing limit included in this clausearerelevant andwere thereforeadoptedby the Committee. However, the Committee adopted use of the term County Director for cooperatives in subclause (2).

Clause83

59.THAT,clause83oftheBillbeamended—

a) in the introductory phrase by inserting the words "of two thirds of its members" immediately after the words "to the approval of'.
b) by inserting the following new paragraph immediately after paragraph (e), "(ea) in real estate, providedtheCooperativeshallnotinvestinarealestateinvestmentwhichisnotforitsown accommodation more than twenty-five percentum of its share capital or hold more than
c) by re-numbering the existing provision as subclause (l) and inserting the following new subclause immediately after the re-numbered sub clause (l), "(2) The limitation on investment in real estate shall not apply to a housingcooperative".

CommitteeObservation

The proposed amendment was rejected by the Committee on the basis that it is overly restrictive. The Committee observed that requiring virtually all investment decisions to await approval at a physical Annual General Meeting would be

Clause84

60. THAT, the Bill be amended by deleting clause 84 and substituting therefor the following new clause- 84. (l) A Cooperative shall not invest more than twenty-five percentum of its funds or members' deposits in non-core activities. 3. (2)ACooperative shallnotinvestinarealestateinvestmentwhichisnotforits own accommodationmorethantwenty-fivepercentumofitsshareorholdmorethantwentyfive percentum of equity in the real estate investment.

(3) The limitation on investment in real estate shall not apply to a housing cooperative.

CommitteeObservation

The committee proposed that the non-core activities which are prohibited may be prescribed in the regulations.

Clause85

61.THAT,clause85of theBillbe amended insubclauseI—
(i) paragraph (a) by deleting the words "of members" appearing immediately after the words "a special resolution"and substitutingtherefor thewords"ispassed by two thirds of the members of the cooperative'.
(i) by inserting the words "or county commissioner for cooperatives, as the case may be"

CommitteeObservations

a)Theproposal toamendsubclause85(a)wasrejectedby theCommitteebecause a special resolutionhasbeendefined in theinterpretations ofterms.
b) The County Director for Cooperatives has no role in this hence the amendment wasrejectedbytheCommittee.

Clause87

62.THAT,clause87oftheBillbeamended—
a)by deleting subclause (2) and substituting therefor the following new subclause,"(2) The members of the cooperative shall upon recommendation by the board of directors, and upon considerationoftheliabilitiesofthecooperativefor thatyear,determine thepercentage of the net surplus ineachyear tobe deposited in to the reserve fund".
b) by inserting the following new subclause immediately after subclause (2), "(2A) Despite subsection (2), the sum of the reserve fund shall not exceed one point zero five times the liabilities of the Cooperative as at the time of the general meeting".

CommitteeObservation

Givingmembersthediscretiontodecideonthepercentageofthesurplustobe placed under reserve fund is not feasible. Members will generally recommend minimal or zero allocations since they are more interested in maximising dividends thus risking under-capitalisation.The proportion of net surplus to be allocated to the reserve fund should be prescribed in regulations, while allowing members the flexibility to approve higher allocations where appropriate. Further, the reserve fund is indivisible and cannot be used to pay dividends or bonuses.This proposal was therefore rejected.

Clause91

63.THAT,clause9IoftheBillbeamended-
a)in subclause (l) by inserting the words-

(i) "or county commissioner for cooperatives, as the case may be" immediately after the words "with the Commissioner" appearing in the introductory phrase;
(i) "or county commissioner for cooperatives, as the case may be" immediately after the words ""to the Commissioner" appearing in paragraph (b).
b) in subclause (2) by inserting the words "or county commissioner for cooperatives, as the case may be"" immediately after the words "to the Commissioner".

CommitteeObservation

The Committee resolved to adopt the title County Director for Cooperatives thus rejected the Senate Amendment. Registration of a charge is the role of the Commissioner hence not necessary to include the County Director for Cooperatives.

Clause 92

64.THAT,Clause 92 of theBillbe amended—

a) in subclause (l) by inserting the words "or county commissioner for cooperatives, as the case may be" immediately after the words "The Commissioner" appearing in the introductory phrase.
b) by inserting the following new subclause immediately after subclause (l), "(lA) A county Commissioner every quarter".
c) in subclause (2) by inserting the words "or county commissioner for cooperatives, as the case may be"immediately after the words"The Commissioner".
d) in subclause (4) by inserting the words "or county commissioner for cooperatives, as the case may be"immediately after the words"The Commissioner".

CommitteeObservation

The Committee resolved to adopt the title County Director for Cooperatives thus rejected theSenateAmendment.

Clause93

65. THAT, Clause 93 of the Bill be amended by inserting the words "or county commissioner for cooperatives, as the case may be"immediately after the words "The Commissioner".

CommitteeObservation

Ciause94

66.THAT,Clause94oftheBillbeamended—

a) by deleting subclause (l) and substituting therefor the following new subclause "(l) If any

Cooperative,orif theHigh Court appoints sucha receiver or managerpursuant to a petition made by the Commissioner or county commissioner for cooperatives pursuant to the provisions of this Act, they shall, within seven days from the date of the order of the appointment under the said powers, give written notice of the fact to the Commissioner or county-commissioner\_for\_cooperatives,\_as\_the\_case\_may\_be,\_and\_the\_Commissioner\_or\_county commissioner for cooperatives, shall enter the notice in the register of charges".

b) in subclause (2) by deleting the words ""he shall, on so ceasing, give written notice of the fact to the Commissioner and the Commissioner"and substituting therefor the words"they shall,on so ceasing, give written notice of the fact to the Commissioner or county commissioner for cooperatives, as the case may be, and the High Court and the Commissioner or county commissioner for cooperatives".

CommitteeObservation

The Committee rejected the proposal for dual-level administration of cooperatives andresolved toretain the title CountyDirector for Cooperatives,therebyrejecting the SenateAmendment.TheCommittee furtherobserved that the CountyDirector for Cooperatives has no rolein the appointmentofreceivers,and that the proposed amendmentwouldalsoremove theimportantprovisionrelating to theappointment ofa manager.

Clause98

67.THAT,Clause98oftheBillbeamended-

a) in the marginal note by inserting the following words "county commissioner for cooperatives" immediatelyaftertheword"Commissioner".
b) by deleting subclause (l) and substituting therefor the following new sub clause, "(l) The National Audit Director or the county audit director,as the case maybe,may on their own accord,or onrequestof theAuthorityor onthe applicationof a liquidator orof anycreditor or notless thanone-thirdof thememberspresent andvotingat a meetingof theCooperative e o s writing to hold an inquiry,into the by-laws,working and financial conditions of any Cooperative registered in Kenya.
c) in subclause (3)——

4. (i) by deleting the word "Commissioner"appearing in the introductory phrase and substituting therefor thewords"National Audit Director or the county audit director,as the case may be". 5. (i) by deleting paragraph (c) and substituting therefor the following paragraph, "(c) provide a copyof thereport totheCommissioneror the relevantcountycommissioner for cooperatives,asthecasemaybe'

d) by deleting the introductory phrase in subclause (4) and substituting therefor the following new cooperatives,as the casemaybe,is satisfied,after dueinquiry,thattheboard of directors or the supervisory board of a Cooperative is not performing its duties properly, they, may--".

7. e)by deleting subclause (6)and substituting therefor the following new subclause,"(6)Despite subsection(5),where an officer or member of a Cooperative fails to produce records as required by the National Audit Director or the county audit director, as the case may be, without any reasonable cause, the Commissioner or county commissioner for cooperatives, as

Cooperative or such member from membership of the respective Cooperative".

CommitteeObservations

(a) This proposal was rejected by the Committee because the Act should not have multipleimplementersatthecountyandnational level.
(b) The Committee rejected the proposed introduction of the National Audit Director of Cooperatives and the County Audit Director of Cooperatives.The Bill contains no establishment clause for either office, rendering all amendments premised on their existence inoperable. The existing Directorate of Cooperative Audit within the Commissioner's office already performs the functions proposed for these offices and has the institutional capacity and mandate to continue doing so. All subsequentSenate amendmentspremised on the existence of the National Audit Director or County Audit Director fall away accordingly.

Clause99

68.THAT,Clause99oftheBillbeamended-
a) by deleting subclause (l) and substituting therefor the following new subclause, "(l) Where it is established in an inquiry held under section 98 that any person who has taken part in the Cooperative-
(a) has misapplied, retained or become liable or accountable for any money or property of the Cooperative;or
(b)hascommittedtheoffenceofmisfeasanceorbreachoftrustinrelationtotheCooperative, and isliable upon conviction toimprisonmentfor a term of fiveyearsor a finenot exceeding one million shillings or the amount of the value of the property of the offence, whichever is higher, or to both the fine and imprisonment; the Commissioner or the county commissioner for cooperatives may, if he or she considers it appropriate, make an order requiring the person to repay or restore the money or property or any part thereof to the commissionerforcooperativesthinksjustortocontributesuchsumtotheassetsofthe Cooperative by way of compensation as they deem fit".
b) by inserting the following new subclause immediately after subclause (l), "(lA) An order under subsection (l) shall be made within twenty-one days from the day the inquiry ends"

Committee Observations

a) The changes (insertion of the County Commissioner of Cooperatives) are not necessary.
b) Twenty-one (2l) days provided by subclause (lA) is an improvement to the Bill and was therefore adopted by the Committee.

Clause100

69. THAT, clause I00 of the Bill be amended in subclause (1) by deleting the words"under section 100" appearing immediately after the words "of the Commissioner"and substituting therefor the wordsor-the-county-commissioner-for-cooperatives-under section\_99""

CommitteeObservation

The Committee resolved toadopt the titleCountyDirectorforCooperatives thus rejected theSenateAmendment.The Commissionerhasnoroleinthishencenot necessary toinclude the CountyDirector for Cooperatives.However,the committee accepted the correction to erroneous cross-referencing.

Clause101

70.THAT,clauseIOloftheBillbe amended—
a) in subclause (1) by deleting the words "Subject to section 99," appearing at the beginning of the subclause.
b) in subclause (2) by deleting the words "98, the Commissioner," appearing immediately after the county commissioner for cooperatives, as the case may be".

CommitteeObservation

The Committee rejected this amendment as the surcharge function under Clause 99 is vested exclusively in the Commissioner as a national regulatory power and the County Directors for Cooperatives have no role in surcharge proceedings under the Bill. However, the committee accepted the correction to erroneous crossreferencing.

Clause102

71.THAT,clauseI02oftheBillbe amended—
a) by deleting subclause (l) and substituting therefor the following new subclause,"(l) The Commissioner or the county commissioner for cooperatives, may, if they deem fit, on the application of a creditor of a Cooperative, inspect, or direct some persons authorized by the Commissioner or the county commissioner for cooperatives in writing to inspect, the books of the Cooperative, if—
(a) the creditor satisfies the Commissioner or the county commissioner for cooperatives that the debt is a sum then due, and has demanded payment thereof and has not received satisfactionwithinareasonabletime;and
(b) the applicant deposits with the Commissioner or county commissioner for cooperatives suchsum as securityfor then expensesof theinspection as the Commissioneror the
b) in subclause (2) by deleting the word "director" appearing immediately after the words "or the county"and substituting therefor the word"commissioner".
c) in subclause (3)—

(i) in paragraph (c) by deleting the words "director for cooperatives shall apply with respect to primary and secondary" appearing immediately after the words "powers of the" and intracounty primary cooperatives and intracounty secondary".

CommitteeObservation

a) The intra and intercounty classification being consequential to the dual registration framework the Committee has rejected, all Senate amendments premised on that classification fall away accordingly.
b) The Committee resolved to adopt the title County Director for Cooperatives thus rejected the Senate Amendments in this respect.

ClauseI03

72.THAT,ClauseI03oftheBillis amended—

b) by deleting subclause (l) and substituting therefor the following new subclause, "(l) Where an inspection isheldor made under thisAct,the Commissioneror theCountyCommissionerfor Cooperatives as the case may be, may, by a certificate under their hand, make an order apportioning the expenses, or such part of the expenses as the Commissioner or the county commissioner for cooperatives considers proper, between the Cooperative, the members or creditor demanding the inquiry or inspection, and the officers or former officers of the Cooperative and the decision of the Commissioner or the county commissioner for cooperativesthereonshallbefinal.

CommitteeObservation

The Committee rejected the proposed introduction of the National Audit Director of Cooperatives and the County Audit Director of Cooperatives and any consequential amendments in the Bill that accommodate the proposed offices and functions.

Clause104

73.THAT,ClauseI04of theBillbe amended—

a) in subclause (l) by deleting the words "sections 98 and 102, the Commissioner or County words"section I02, the Commissioner or County Commissioner".
b) by deleting subclause (2) and substituting therefor the following new subclause, "(2) The inspection reports prepared pursuant to subsection (l) shall be presented to—

3. (c) a joint meeting of the board of directors and supervisory board of the Cooperative for deliberation and implementation; and 4. (d) thegeneral meeting of the cooperative.

CommitteeObservations

a) The Committee resolved to adopt the title County Director for Cooperatives thus rejectedtheSenateAmendment.
b) Requiring inspection reports to be presented to both the-joint\_board/supervisory board meeting and the generalmeeting significantlyimproves transparency. Members will have access to inspection findings, an improvement in accountability.

Clause105

74.THAT,Clause105oftheBillbe amendedby-

a) deleting subclause (l) and substituting therefor the following new subclause, "(l) If the National Audit Director orthe CountyDirector of Audit as the case maybe,after holding aninquiry under section 98 or receiving an application made by at least three fourths of the members of a Cooperative or receiving recommendations from the Authority are of the opinion that the Cooperative ought to be dissolved, the National Audit Director or the County Director of Audit as the case may be, may, recommend the dissolution of the Cooperative and subsequent cancellationofregistration.

2. b)Byinsertingthefollowingnewsubclausesimmediatelyaftersubclause(l)— 3. (lA) Upon receipt of the Report of the National Audit Director or the County Director of Audit the Commissioner or the county commissioner for cooperatives as the case may be may-- 4. (a) recommend a remedial action that may be undertaken by the cooperative within six months;or 5. paragraph (a). 6. (IB) If the High Court resolves that the cooperative should be liquidated, the High Court shall appoint a liquidator from the pool of authorised liquidators. 7. (lC) Upon the resolution of the High Court to liquidate the cooperative, the appointed liquidator shall notify the Commissioner or county commissioner for cooperatives of their appointment and commence liquidation of the cooperative in accordance with sectionI08andtheFirstSchedule. 8. Court"' appearing at the end of the subclause and substituting therefore the words "High Court withfurther appeal to theCourtofAppeal".

d) in subclause (3) by deleting the words "Commissioner unless the High Court directs otherwise," appearing immediately after the words "decision of the" and substituting therefor the word "High court".
e) in subclause (4) by deleting the words "Commissioner makes an order under subsection (l), he" appearing immediately after the words "VWhere the" and substituting therefor the words "High Court makes an order under subsection (l), the Commissioner or County Commissioner for Cooperatives as the case may be".
f) in subclause (5) by inserting the words "or county commissioner for cooperatives, as the case

CommitteeObservations

a) It is important to provide for voluntary dissolution of cooperatives in the Bill and for liquidation to be a judicial process.
b) However, the Committee rejected the proposed introduction of the National Audit Director of Cooperatives and the County Audit Director of Cooperatives and any consequential amendments in the Bill that accommodate the proposed offices and functions.

Clause 106

75. THAT, Clause I06 of the Bill be amended in subclause (l)-

a) by inserting the words "county commissioner for cooperatives as the case may be" immediately after the words"The Commissioner"in the introductory phrase.
b) by deleting the word "Director" appearing immediately after the words "or the County" in paragraph (b) and substituting therefor the word "commissioner".

CommitteeObservation

The Committee resolved to adopt the title County Director for Cooperatives thus rejected the Senate Amendment. Cancellation of registration is the role of the Commissioner hence not necessary to include the County Director for Cooperatives.

Clause 109

76. THAT, Clause 109 be amended in subclause (l) by deleting the word "may" appearing immediately after the words "the Commissioner" and substituting therefor the words "shall petition the High Court to".

CommitteeObservation

The amendment in this clause that recommends that the Commissioner petitions the High Court to appoint liquidators was rejected because the uniqueness of Cooperatives demand that registration, cancelation and liquidation be domiciled in one office.

ClauseI10

77. THAT, the Bill be amended by deleting clause Il0 and substituting therefor the following new clause, "llo. Subject to section l09, a person shall be qualified to serve as a liquidator if that person has-—

CommitteeObservation

The committee found merit in the proposed qualifications

Clause IlI

78.THAT,ClauseIIIof theBillbe amended—
a) in paragraph (l) by inserting the words "or county commissioner for cooperatives, as the case may-be,immediately after the words"by the Commissioner"
maybe,"immediately after thewords"of theCommissioner".
c) in paragraph (o) by deleting the word "Commissioner" appearing immediately after the words "apply to the"and substituting therefor theword"HighCourt".

CommitteeObservations

a)TheCommitteeresolvedtoadoptthe titleCountyDirectorforCooperatives thus rejected the Senate Amendment.Liquidation of a cooperative is the role of the Commissioner hence not necessary to include the County Director for Cooperatives.
b) The amendment to paragraph Ill (o) was accepted by the Committee as the High Court would be discharging a liquidator.

Clause 112

79. THAT, Clause I12 of the Bill be amended by inserting the words"or the county commissioner for cooperatives as the case may be" immediately after the words "by the Commissioner".

CommitteeObservation

The Committee resolved to adopt the title County Directorfor Cooperatives thus rejected the Senate Amendment.Liquidation of a cooperative is the role of the Commissioner hence not necessary to include the County Director for Cooperatives.

ClauseI13

80.THAT,ClauseII3oftheBillbe amended—
a) in subclause (l)—
(i) by deleting the words "and to any limitations imposed by the Commissioner and the Commissioner" appearing immediately after the words "the Commissioner" in the introductory phrase and substituting therefor the words "or the county commissioner for cooperatives as the case may be and to any limitations imposed by the Commissioner or county commissioner for cooperatives, and the Commissioner or county commissioner for cooperatives".
(ii) by deleting paragraph (a).
(a), d mu ll n ns p ( d a () to theHighCourtfor thereplacementof a liquidator".
(iv)by deletingparagraph (d).
(v)by inserting thewords"or the county commissioner forcooperativesimmediately after the words "the Commissioner"in paragraph (e).
(vi) by deleting the words "grant a discharge to" appearing in paragraph (h) and substituting therefor the words "apply to the High Court for a discharge of'.

(vi) by inserting the words "or county commissioner for cooperatives as the case may be" immediately after the words "as the Commissioner" appearing in paragraph (i).
b) in subclause (2) by deleting the words "and shall be exercisable similar to an order made by the Commissioner under subsection (l)(a)" appearing at the end of the subclause.

CommitteeObservation

Transferring discharge and replacement of applications to the High Court provides judicial oversight of liquidation management which is consistent with the broader shift towards court-supervised cooperative liquidation.

ClauseI14

8l. THAT, clause Il4 of the Bill be amended by inserting the words "county commissioner for

CommitteeObservation

The Committee resolved to adopt the title County Director for Cooperatives thus rejected the Senate Amendment. Liquidation of a cooperative is the role of the Commissioner hence not necessary to include the County Director for Cooperatives.

Clause I16

82.THAT,clauseI16oftheBillbeamended
a) in subclause (2) by inserting the words"or county commissioner for cooperatives as the case maybe"immediately after thewords"to the Commissioner"
b) in subclause (3) by deleting the words "the Commissioner shall take such action as the Commissioner considers" appearing immediately after the words "with subsection (2)" and substituting therefor the words "the Commissioner or county commissioner for cooperatives, as the case may be shall take such action as the Commissioner or county commissioner for cooperatives, consider".

CommitteeObservation

The Committee resolved to adopt the title County Director for Cooperatives thus rejected the Senate Amendment. Liquidation of a cooperative is the role of the Commissioner hence not necessary toinclude the County Director for Cooperatives.

ClauseI18

83. THAT, clause Il8 of the Bill be amended in subclause (2) by inserting the words "or county Commissioner".

CommitteeObservation

rejected theSenateAmendment.Thisisthe role ofthe Commissioner hencenot necessary to include the County Director for Cooperatives.

Clause121

84.THAT,Clause I2l of the Billbe amended—

a) by deleting the introductory phrase in subclause (2) and substituting therefor the following case may be, may apply to the Tribunal for an order under subsection (3) if they believe that such a transaction-"
b) in subclause (3)—

3. (i) by inserting the words "or county commissioner for cooperatives, as the case may be" immediately after the words "by the Commissioner" appearing in the introductory phrase. 4. (i) by inserting the words "or county commissioner for cooperatives, as the case may be" immediately after the words"to the Commissioner"appearing in paragraph (c). 5. (i) by inserting the words "or county commissioner for cooperatives, as the case may be" immediately after the words"to the Commissioner"appearing in paragraph (d).

CommitteeObservation

The Committeeresolved to adoptthe title CountyDirectorforCooperatives thus rejected theSenate Amendment.This is the role oftheCommissioner hence not necessary toinclude the CountyDirector for Cooperatives.

Clause123

85.THAT,Clause123(2)oftheBillbeamendedby—

a) deleting paragraph (b) and substituting therefor the following new paragraph, "(a) a deputy chairperson.
b) by deleting the word "six" appearing immediately after the words "less than" in paragraph (c) and substituting therefor the word"seven".

CommitteeObservation

The proposed amendments to paragraph I23 (2) (b) reduces the number of deputy chairmen from two (2) to one (l) and may have an effect on the dispensation of disputesasitreducesthepossiblenumbersofbenchesfromthreetotwoasonlythe The amendmentwas thereforerejected by the Committee.

Clause124

86.THAT,ClauseI24oftheBillbe amended—

a) by inserting the following new subclause immediately after subclause (l),"(lA) The Chairpersonof theTribunal shallbe an advocateoftheHighCourtofKenyaofnotlessthan seven years standing".
b) in subclause (2) by deleting the words "appointed by the Judicial Service Commission from a list of persons nominated for such appointment by the Cabinet Secretary" appearing at the end of the subclause and substituting therefor the words "competitively recruited by the Judicial Service Commission."
c) in subclause (3)—

4. he oos annds do ar, som arn uasu a (e ydeed u () words "law or practice". 5. (i) in paragraph (b) by inserting the words "or relevant professional body" immediately after the words"cooperative professionals"

CommitteeObservation

Amend the new subclause (IA) further by including the words "deputy chairpersons" immediately after the word "chairperson" and provide for their qualification as advocates. The other amendments proposed by the Senate were adopted by the Committee.

Clause 125

87. THAT, Clause I25 of the Bill be amended in subclause (2)(a) by deleting the word ""three" appearing immediately after the words "a term of' and substituting therefor the word "five'".

CommitteeObservation

The term of office for most tribunals in Kenya is three years. This proposal was therefore rejected by the Committee.

Clause127

88. THAT, Clause I27 of the Bill be amended by inserting the following new paragraphs immediately after paragraph (c)—— 2. (d) dies; or 3. (e) resigns in writing to the Judicial Service Commission.

CommitteeObservation

This proposal was adopted by the Committee

Clause 128

89.THAT,ClauseI28oftheBillbeamended—
a) in subclause (l)—
(i) by inserting the words "or county commissioner for cooperatives as the case may be" immediately after the words "the Commissioner" in paragraph (a);

(i) by inserting the words "or county commissioner for cooperatives as the case may be"
(ii) by deleting paragraph (c); and
(iv) by deleting paragraph (d).
b)in-subclause (2) by-
(i) deleting the word "Director" appearing immediately after the words "Commissioner or county" in paragraph (c) and substituting therefor the word "Commissioner".
(i) deleting the word "Director"appearing immediately after the words "Commissioner or the county" in paragraph (e) and substituting therefor the word "Commissioner".
(i) by inserting the following new subclause immediately after subclause (2), "(3) The Tribunal shall determine a dispute referred to it under this section within six months of the date of filing of the dispute".

Committee Observations

a)TheCommitteeresolved toadoptthe titleCountyDirectorforCooperativesand thusrejectedtheSenateAmendment.
b) The proposal to insert sub-clausel28(3) was adopted by the Committee because it is important to have a timeline within which the Tribunal should determine disputes.

Clause 130

90. THAT, Clause I30 of the Bill be amended in subclause (2) by deleting the word "Director" appearing immediately after the words "the Commissioner, County" and substituting therefor the word"Commissioner".

CommitteeObservation

The Committee resolved to adopt the title CountyDirector for Cooperatives thus rejectedtheSenateAmendment.

Clause 131

91.THAT,ClauseI3lof theBillbeamendedbyinsertingthefollowingnewsubclause immediately after subclause(2),"(2A) The Tribunal shall cause the orders and judgements issued under this sectiontobepublishedon itswebsite"

CommitteeObservation

Mandatorypublicationof Tribunaldecisions onthewebsiteis animportant to cooperative members and deters misconduct. This amendment was adopted by the Committee.

Clause146

92. THAT, Clause I46 of the Bill be amended in subclause (2) by deleting the word ""Commissioner" appearing at the beginning of the clause and substituting therefor the words "Cabinet Secretary, in

CommitteeObservation

The Cabinet Secretary is in charge of policy direction in the Ministry and therefore is responsible for policies, legislation and regulations.The Commissioner is in charge of implementation of the policies, legislations and regulations where from time to time he will issue circulars on this. In addition, as per the Bill, the Cabinet Secretary is not a member of the Inter-Governmental Cooperatives Relations Technical Forum. This proposal was therefore rejected by the Committee.

ClauseI48

93.THAT,clauseI48oftheBillbeamended-
a) In clause (l) by deleting the introductory phrase and substituting therefor the following new introductory phrase, "(l) Subject to the provisions of this Act and any other written law, the intercounty primary, the intercounty secondary, the Apex Cooperative or the Cooperative federations may, with approval of the Commissioner, develop and implement".
b) by inserting the following subclause immediately after subclause (l), "(lA) Subject to the provisions of this Act and any other written law, the intracounty primary or the intracounty secondary, with approval of the respective county commissioner for cooperatives, may develop andimplement-
(a) a procedure and appropriate system or mechanism of exercising self-regulation over its members or affiliates;
(b)a code of conduct foritsmembers;
(c)procedure for alternative dispute resolution in Cooperatives;
(d) mechanism for sector shared common services; and
(e) guidelines on provision of services through virtual platforms".

CommitteeObservation

Clause 150

94.THAT,clauseI50oftheBillbeamended-
a) in subclause (2) by deleting the word "Director" appearing immediately after the words "the Commissioner, county" in paragraph (c) and substituting therefor the word "Commissioner".
b) in subclause (3) by deleting the word "Director" appearing immediately after the words "The Commissioner,county"in the introductory phrase and substituting therefor the word "Commissioner".

c) in subclause (4) by deleting the words "the Authority as the case may be, the Apex Cooperative or a Cooperative federation or a secondary Cooperative" appearing immediately after the words "by the Commissioner" and substituting therefor the words "the county secondary,the Cooperative federation or the Apex cooperative

CommitteeObservation

The Committee resolved to adopt the title County Director for Cooperatives and thus rejectedtheSenateAmendment.

Clause 152

95.THAT,ClauseI52oftheBillbeamended—

a) in subclause (3) by deleting the words "and shall, if the offence is the contravention of subsection (l) of this section, be ordered to repay the amount of the remuneration, salary, commission or other payment received from the Cooperative in addition to or in lieu of any other punishment, and default in such payment shall be dealt with in the same manner as default e, som he de ni e a asodi u e d imprisonment".
b) by inserting the following new subclause immediately after subclause (3), "(3A) If the offence in subsection (3) is in contravention of subsection (l), the person shall be ordered to repay the amount of the remuneration, salary, commission or other payment received from the Cooperativeinadditiontoorinlieuof anyotherpunishment,anddefaultinsuchpaymentshall be dealt with in the same manner as default in paying a fine imposed by a Tribunal.

CommitteeObservation

The amendment by the Senate was adopted by the Committee because it provides better due process protection.Restructuring ensures that repayment of excess remuneration is explicitlytied toaconvictionandcourtorderratherthanbeingan administrativedetermination.

Clause153

96. THAT, the Bill be amended by deleting clause I53 and substituting therefor the following new clause,"Establishment of the National Co-operative Development Fund. 2. 153.(l) There is established the National Co-operative Development Fund.

(2) The National Co-operative Development Fund shall consist of
c) sum of money received from the levy paid by intercounty primary cooperatives, intercounty secondary cooperatives,the federative cooperatives and the Apex cooperative in the sums and rate as the Cabinet Secretary may prescribe; and
d) such gifts, donations or grants as may be donated to the Fund.

CommitteeObservation

The amendment was rejected.The provisions establishing the Fund had not been subjected to money bill analysis as required under Article ll4 of the Constitution.

Further, levying cooperatives connotes a mandatory financial obligation which had framework having been rejected by the Committee, the intra and intercounty classification on which the amendment is premised falls away accordingly.

Clause 154

97. THAT, Clause I54 (2) of the Bill be amended--

a) by inserting the following paragraph immediately after paragraph (a), "(aA) subject to consultations with the council of county governors prescribe the certificate of registration to be issued by the Commissioner or the county commissioner for cooperatives".

2. o od (e), (r) yed e in d o u uasun a ( guidelines for the implementation of electronic voting in both annual general meetings and specialgeneral meetingsofcooperatives"

b) by deleting paragraph (g).
d) in paragraph (m) by inserting the words "intercountry primary, intercounty secondary" immediately after the words"compliance certificate to"

5. therefor the words "intracounty primary cooperatives, and intracounty secondary cooperatives by the county commissioner".

f) in paragraph (q) by deleting the word "director" appearing immediately after the words
g) in paragraph (v) by deleting the words "Executive Committee Members, with a copy to" appearing immediately after the words"Cooperative to the County"and substituting therefor the words"Director of county cooperatives or".
h) in paragraph (w) by inserting the words "or county commissioner for cooperatives, as the case
i) by inserting the following new paragraph immediately after paragraph (ll), "(lla) gazette the standard certificate and a common seal for the Commissioner or county commissioner for cooperativesasthecasemaybe".

Committee Observations

a)The Committeeresolved to adopt the titleCountyDirector for Cooperatives thus rejectedtheSenateAmendment.
b) The amendment to paragraph v was accepted but retain the title County Director for Cooperatives County Director for Cooperatives
c) The dual level registration framework having been rejected by the Committee, the intra and intercounty classification on which the amendment is premised falls away accordingly.

Clause156

98. THAT, clause I56 of the Bill be amended in subclause (2) by deleting the words "Director for Cooperatives as to theexercise ofthepowers and dutiesconferred upon theCountyDirector" appearing immediately after the words"direct the county"and substituting therefor the words

"commissioner for Cooperatives as to the exercise of the powers and duties conferred upon the county commissioner".

CommitteeObservation

The Committee resolved to adopt the title County Director for Cooperatives and thusrejected theSenateAmendment.

Clause157

99.THAT,clauseI57oftheBillbeamended—
a) in subclause (l)-
(i) by inserting the words "or county commissioner for cooperatives, as the case may be," immediately after the words"Act the Commissioner"in theintroductory phrase.
to" in paragraph (b) and substituting therefor the word "them".
b) in subclause (2) by deleting the words "may in writing delegate any of his powers conferred upon him to an" appearing immediately after the words "The Commissioner" and substituting delegate in writing any of the powers conferred upon them to a relevant'".

CommitteeObservation

TheCommittee resolved to adopt the title CountyDirector for Cooperatives thus rejectedthe Senate Amendment.The clause provides for other powers of the Commissioner and therefore not necessary to include the County Director for Cooperatives.

Clause158

100.THAT,theBillbe amended by deletingClause158.

CommitteeObservation

TheSenate'sproposal todeleteclauseI58wasrejectedbytheCommittee.

Clause159

101.THAT, Clause I59 of the Bill be amended in subclause (1) (c) by deleting the words "Director for Cooperatives, or any person duly authorized in that behalf, by the Commissioner or the County therefor the words "commissioner for Cooperatives, or any person duly authorized by the Commissioner or the County commissioner"

CommitteeObservation

The Committee resolved to adopt the title County Director for Cooperatives and thusrejectedtheSenateAmendment.

Clause 162

102.THAT, Clause l62 of the Bill be amended in subclause (4) by deleting the word "director" appearing immediately after the words "or the county" and substituting therefor the word "commissioner".

CommitteeObservation

The Committee resolved to adopt the title County Director for Cooperatives and thusrejectedtheSenateAmendment.

Clause 163

103.THAT, Clause I63 of the Bill be amended by deleting the word "a" appearing immediately after the words"whichever is earlier"in paragraph (b) and substituting therefor the word"and".

CommitteeObservation

The proposal by the Senate was adopted by the Committee because it was correcting a grammatical error.

Clause 164

104.THAT,Clause164beamended—

a) in paragraph (a) by inserting the words "provided they meet the qualifications for appointment under this Act"immediately after the words"purposes of thisAct".

2. d , d a n () d ( appointedby aCountyPublicServiceBoard toservewithin a county as theCountyDirector for Cooperatives or as the technical head of Cooperative affairs within the county or by any other name called, shall be deemed to be the county commissioner for cooperatives for purposesofthisAct".

c) by inserting the following new paragraph immediately after paragraph (b), "(c) the technical officersappointedtoserveintheofficeoftheCommissionerforCooperativeDevelopment andCountyDirectorforcooperativesor theofficeof thetechnical headofcooperativeaffairs within the county or by anyothername called shallbedeemed tobetechnicalofficers in the office or the Commissioner or the County Commissioner for cooperatives for purposes of this Act and will be required to comply with the necessary academic qualification within three years".

CommitteeObservations

a) The Senate's proposal under paragraph I64(a) was rejected by the Committee prescribed qualifications upon enactment of the Act would be prejudicial to serving officers whowere validly appointed under existing schemes of service and have been performing their functions competently. The three-year compliance

imposing immediate and potentially unfair qualification requirements on the Commissioner and other serving officers.
b) The Senate's proposed amendments to paragraphs I64 (b) and I64 (c) were adoptedby theCommitteesubjecttoretentionofthe titleascountydirectorfor cooperatives. The deeming provisions ensure continuity of service for existing officersandprovideacleartransitionalframeworkwhileallowingathree-year compliancewindowfor officers tomeet the academicqualificationsprescribed undertheAct.

Clause165

105.THAT, Clause 165 be amended by deleting the words"primary and secondary" immediately after the words "in respect of' and substituting therefor the words "intercounty primary and intercountysecondary".

CommitteeObservation

The dual level registration framework having been rejected by the Committee, the intra and intercounty classification on which the amendment is premised falls away accordingly.

The FirstSchedule

106.THAT,theFirstScheduleoftheBillbeamended

be"immediately after thewords"theCommissioner"
be"immediately after the words"the Commissioner".
c) in paragraph 7 (6) by inserting the words "county commissioner for cooperatives as the case maybe"immediately after thewords"theCommissioner"
d) in paragraph 8 (l) by deleting the words "be punished accordingly (in addition to any other punishment to which the person may be subject)"" immediately after the words "is liable to"and substituting therefor the words"a fine not exceeding twohundred thousand shillings or to imprisonment in civil jail for a term not exceeding six months, or to both."
e) in paragraph 9 (l) by inserting the words "county commissioner for cooperatives as the case maybe"immediatelyafterthewords"theCommissioner"
f)in paragraph I—
(i) by inserting the words "county commissioner for cooperatives as the case may be"
(ii) by inserting the words "county commissioner for cooperatives as the case may be"
g) in paragraph 12——
(i) by deleting the words inserting the words "This paragraph does not limit the effect of paragraph 4" immediately after the words "surrender or payment"" appearing in subparagraph (5).
(i)bydeletingsubparagraph(6).
h) in paragraph 26 (1) by inserting the words "county commissioner for cooperatives as the case may be"immediately after the words"the Commissioner"

i) in paragraph 29 (l) (b) by deleting the words "of any" appearing immediately after the words "before any".

CommitteeObservations

a) The dual level registration framework having been rejected by the Committee, the intra and intercounty classification on which the amendment is premised falls away accordingly.
b) The Committee resolved to adopt the title County Director for Cooperatives and thus rejected the Senate Amendments.
c) The committee agreed to the proposed amendments to paragraph 8, paragraph 12 and paragraph 29.

TheThirdSchedule

107.THAT,theThirdScheduleoftheBillbeamended—

a) in paragraph 8 (2) "(directly or indirectly) in a business of the Cooperative with the knowledge that it was being carried on in the manner referred to in subparagraph (l)(a), it may order those persons (or any of them)"and substituting therefor the words"directly or indirectly in a business of the Cooperative with the knowledge that it was being carried on in the manner referred to in subparagraph (l)(a), it may order those persons either jointly or severally".
b) in paragraph 13——
i. by inserting the words "county commissioner for cooperatives as the case may be"
ii. by inserting the words "county commissioner for cooperatives as the case may be"
ii. by inserting the words "county commissioner for cooperatives as the case may be" immediately after the words "the Commissioner" appearing in the introductory clause of subparagraph (4);
iv. by inserting the words "county commissioner for cooperatives as the case may be" immediately after the words "the Commissioner"" appearing in subparagraph (4)(b); and
v. by inserting the words "county commissioner for cooperatives as the case may be"

CommitteeObservations

a) The committee agreed to the proposed amendments to paragraph 8.
b) The Committee rejected the amendments there was no role for the county directorsofcooperatives

CHAPTERFOUR

4.0COMMITTEERECOMMENDATIONS

From the above observations,the Committee recommends as followson theSenate Amendments to theCooperativesBill(NationalAssemblyBillNo.7of2024),That:

4.ICLAUSESADOPTEDBYTHECOMMITTEE

TheHouseAGREESwiththeSenateamendmentsto:

1. The Long Title 2. Clause 2: Commissioner,diaspora-based member,reserve fund, and subsidiary 3. Clause 4 4. Subclause 8 (1) 5. Subclause 13 (1) 7. Subclause 20 (5) 6. Paragraphs 14(2)(a) and (e) 8. Clause38 9. Paragraph 44(1) (ba) 10. Subclause 47 (1) 11. 11.Subclause53(2) 12. 12.Subclauses54(12B),and(12C) 13. Subclause 56 (5) 14. 14.New subclause 57(2A) 15. New subclause 6l (IA) 16. Subclause 6l (2) 17. Paragraphs 63(1)(i),(i), and (na) 18. Subclauses 64(1) and (2) 19. Paragraphs 66 (2B) (i), (ii), (iv), (vi), (vii), and (vi) 20. 20.Clause 69 21. Clause 70 22. 22.Subclause 73(12) 23. Subclauses 81(1), (2), (3), (4), (5), and (9) 25. Clause 83 (2) 24. Clause 82 (3) 26. Paragraph 99(1) (a) 27. Subclause 99(lA) 28. Subclause 101(1) 29. Subclause 104 (2) 30. Clause 109 31. 31.Clause 110 32. 32.Subclauses I24 (2) and (3) 33. 33.Clause 127 34. Subclause 128 (3) 35. 35.Clause131 36. 36.Clause 152 37. Paragraph 154 (2) (v)

38.Clause 163
39.Paragraph164(a)
40.FirstSchedule
a)Paragraph 8(1)
b) Paragraph 12
c)Paragraph29(1) (b)
41.ThirdSchedule Paragraph 8(2)

4.2CLAUSESREJECTEDBYTHECOMMITTEE

TheHouseREJECTS theSenate'samendmentsto:

Clause2

a)Agriculturalproduce
b)Annual delegatesmeeting
Countydirectorforcooperatives
(P Countycommissionerforcooperatives
e Primary cooperative
f Secondary cooperative
g) Specialdelegatemeeting
h) Intracounty primary cooperative
i) Intercountyprimarycooperative
i Intracountysecondarycooperative
k)i Intercounty secondary cooperative

2. Clause5

1)Levy

3. Clause 7 4. Subclause 8(2) 5. Clause9 6. Clause 10 7. Clausel1 8. Clause12 9. Clause13

a) Marginal note
b) Subclause 13(2)

10. Subclause 14(2)

()pue()(o)(eq)(ye)(e)(ye)"(pe)(oe)"(qe)(ee)(z)1 sydeee11
12.Clause15
13.Clause 16

14. Clause19

15.S Subclauses 20 (3), (4), and (6)

17. Clause 22 16. Clause 21 18. Clause23 19. Clause24 20. Clause28 21. Clause29 22. Clause 30 23. Clause 31 24. Clause32 25. Clause33 26. Clause34 27. Clause35 28. Clause37 29. Clause39

30.Clause 40

31.Clause 43

32. Clause 44 (2)

34.Clause51

33. Subclause 47(2) 35. Subclause 53(3) 37. Subclause 54(12A) 36. Paragraph 54(i)(c) 38. New subclauses 54 (IA), (IB), (IC), (ID), (IE), (2A), and (2B) 40. Paragraph 54(6)(d) 39. Subclauses 54(4), and (5) 41. New subclauses 54(8A) and (8B) 42. Subclauses 54(11), (11A), (12), (12A), (13), and (15)

43.Clause 55

44. Subclause 56(3) 46. Subclauses 57 (2), (3), and (4) 45. Paragraphs 56(6)(d), and (f)

47.Clause 58
48.Clause 59

49. Clause 60 50. Subclauses 61(1) 51. Paragraphs 63(1)(b), (h), (k), (nb), (nc), (nd), and (ne) 52. Subclause 64(5)

53.Clause 65
54.Subclause 66(2A)

55. Paragraphs 66 (2B)(i), and (v)

57.Clause 67

56. Paragraph 66 (3)(a)

58.Clause68

59. Subclauses 73(1), (2), (3), (4), (5), (6), (8) and (9)

60.Clause 75
61.Clause 79

62. Subclause 8l(6), (7) and (8) 63. Subclause 82(1) and (2)

64.Clause 83
a) Introductory phrase
65.Clause 84
b) Paragraph 83(ea)
66.Clause 85

67. Clause 87 68. Clause91 69. Clause92 70. Clause93

71.Clause 94
72.Clause 98

73. Paragraph 99(1) (b)

74.Clause 100

75. Subclause 10l(2)

42.Clause 102

43.Clause103

44. Subclause I04(1)

45.Clause 105
46.Clause 106
47.Clause111
48.Clause112
49.Clause 113
50.Clause114
51.Clause 116
52.Clause 118
53.Clause 121
54.Clause123
55.Subclause 124(lA)
56.Clause 125

57. Subclauses 128(1) and (2)

58.Clause I30
59.Clause 146
60.ClauseI48
61.Clause150
62.Clause153

63. Paragraphs 154 (2) (a), (g), (h), (m), (n), (q) and (w)

64.Clause 156
65.Clause 157
66.Clause158
67.Clause159
68.Clause 162

69. Paragraph 164(b) and (c)

70.Clause165
71.First Schedule
a)Paragraphs3,6and7(6)
b) Paragraphs 9(1) and I1
c)Paragraph 26(1)
72.ThirdSchedule

Paragraphs 8(13) (i), (i),(i), (iv) and (v)

SIGNED....

...DATE..

HON.BENARDMASAKASHINALI,CBS,MP

CHAIRPERSON,

DEPARTMENTALCOMMITTEEONTRADE,INDUSTRY&COOPERATIVES

THIRTEENTHPARLIAMENT-FIFTHSESSION-2026

DEPARTMENTALCOMMITTEEONTRADE,INDUSTRYANDCOOPERATIVES

ADOPTIONSCHEDULE

We, the undersigned Honorable Members of the Departmental Committee on Trade, Industry and Cooperatives today, Thursday, 26th March 2026 do hereby affix our signatures to this Report on the Senate Amendments to the Cooperatives Bill(National Assembly Bill No.7 of 2024) to affirmourapproval andconfirmits accuracy,validity and authenticity:

| S/NO. | NAME | SIGNATURE | |---------|----------------------------------------------------|-------------| | 1. | Hon. Benard Masaka Shinali,CBS, MP Chairperson | | | 2. | Hon. Marianne Jebet Kitany, MP . Vice- Chairperson | | | 3. | Hon.AdheWario Guyo,MP | | | 4. | Hon.AnthonyTomOluoch,MP | | | 5. | Hon. (Dr.) Beatrice Kahai Adagala, MP | | | 6. | Hon.Joshua Mbithi Mutua Mwalyo,MP | | | 7. | Hon.Joyce Kamene, MP | | | 8. | Hon. Robert Githinji Gichimu, MP | | | 9. | Hon.(Dr.)WilberforceOjiamboOundo,MP | | | 10. | Hon.Adams Korir Kipsanai, MP | | | I1. | Hon. Alfred Kiprono Mutai, MP | | | 12. | Hon.Amos Maina Mwago, MP | | | 13. | Hon.John Okano Bwire,MP | | | 14. | Hon.Samuel Sakimba Parashina,MP | Se | | 15. | Hon. Michael Wainaina Wambugu, MP | |

Machine-extracted text (docling) from a scanned document — may contain recognition errors. Original PDF — parliament.go.ke.

{# 360° link graph — topics this report is tagged with, and the members / legislation its text mentions. The mention data comes from legislation.EntityMention (extracted from the OCR text). #}

Report On Consideration Of Senate Amendments To The Cooperatives Bill, 2024

DIRECTORATEOFDEPARTMENTALCOMMITTEES DEPARTMENTALCOMMITTEE ON TRADE,INDUSTRYANDCOOPERATIVES

REPORT ON:

TABLE OFCONTENTS

ANNEXURES

Annexure2:Minutes

CHAIRPERSON'SFOREWORD

Hon.Benard Shinali,CBS, MP

Chairperson, Departmental Committee onTrade,Industry and Cooperatives

I.OPREFACE

I.IESTABLISHMENTOFTHECOMMITTEE

1.2MANDATEOFTHECOMMITTEE

CHAPTERONE

I.3COMMITTEEMEMBERSHIP

Chairperson

Vice-Chairperson

UDA Party

ANC Party

WDM-K Party

I.4COMMITTEESECRETARIAT

5.The Committee is facilitated by the following staff

Ms.LaureenOmusaWesonga ClerkAssistant I/Head of Secretariat

CHAPTERTWO

2.0SENATEAMENDMENTSTOTHECOOPERATIVESBILL(NATIONALASSEMBLY BILLNO.7OF2024)

2.1INTRODUCTION

2.2AMENDMENTSPROPOSEDBYTHESENATE

Long Title

Clause2

10.THAT,Clause2oftheBillbeamended—

Clause4

clause5

Clause7

Clause 8

Clause9

Clause 10

Clause II

17.THAT,clauseIIoftheBillbeamended

Clause12

Clause13

Clause14

Clause15

Clause16

Clause19

Clause20

24. THAT,Clause 20 of the Bill be amended—

Clause 30

31.THAT,Clause 30of theBill is amended

Clause31

32.THAT,Clause3Iof the Bill be amended—

Clause32

Clause33

37.THAT,Clause37oftheBillbeamended—

Clause 38

Clause53

Clause54

Clause55

Clause 56

48.THAT,Clause56oftheBillbeamended-

Clause57

Clause58

Clause59

Clause 60

Clause 61

Clause 63

54.THAT, Clause 63 (l) of the Billbe amended--

Clause 64

Clause65

56. THAT, Clause 65 (4) of the Bill be amended—-

Clause 66

Clause 67

Clause68

59.THAT,Clause 68of the Billbe amended—

Clause69

60.THAT,Clause69oftheBillbeamended—

Clause70

61.THAT,Clause 70of theBillbe amended—

Clause73

62.THAT,clause 73of the Bill be amended—

Clause75

Clause79