Article 76. Cessation of a Partnership in Commendam
1. A partnership in commendam shall be terminated when all the investors participating in it exit from it. The full partners shall have the right to transform the partnership in commendam into a full partnership instead of liquidation. A partnership in commendam shall be liquidated also upon the grounds which are stipulated for the liquidation of a full partnership.
2. Upon the liquidation of a partnership in commendam the investors shall have a priority right, as compared to full partners, to receive their contributions from the property of the partnership, which remain after the satisfaction of the claims of its creditors. The assets which remain after that of the partnership in commendam, shall be distributed between the full partners and investors in proportion to their contributions to the assets of the partnership, unless another procedure is established in the foundation documents.
4. Limited Liability Partnerships
Article 77. Basic Provisions Concerning a Limited Liability Partnership
1. A partnership established by one or several persons, which charter capital is divided into shares stipulated in the foundation documents shall be recognized as the limited liability partnership; the participants of a limited liability partnership shall not be liable for its obligations and they shall bear the risk of losses associated with the activities of the partnership within the limits of the value of the contributions made by them. Exceptions from this rule may be provided for by this Code and the legislative acts.
The participants of a limited liability partnership who did not make their contributions in full, shall bear joint liability for its obligations within the value of the unpaid part of the contribution of each participant.
2. There is no limit to the number of members that can participate in a limited liability partnership.
A limited liability partnership cannot have as its only member another partnership consisting of only one member.
3. Upon the claim by any of its participants there must be conducted an audit of the activities of the limited liability partnership.
The public reports of a limited liability partnership shall not be required,
except for the cases stipulated in legislation or the foundation documents.
4. A limited liability partnership may be voluntarily reorganized or liquidated upon a unanimous resolution of its participants. Any other grounds for a reorganization or liquidation of a limited liability partnership shall be determined by this Code and legislative acts.
A limited liability partnership shall have the right to be reorganized into another business partnership, joint-stock company or a production co-operative.
6. The legal status of a limited liability partnership, the rights and obligations of its members shall be determined by this Code and legislative acts.
Article 78. Charter Capital of a Limited Liability Partnership
1. The size of the charter capital of a limited liability partnership shall be determined by the founders (participants) of the limited liability partnership and it may not be less than the amount established by legislative acts.
The minimum size of the charter capital of microfinance institutions established in the form of a limited liability partnership shall be determined by the legislation of the Republic of Kazakhstan on microfinance institutions.
Article 79. Managing a Limited Liability Partnership
1. The scope of authority of the bodies of a partnership, as well as the procedure for their adoption of decisions or for acting on behalf of the partnership shall be defined in accordance with legislative acts and the charter of the partnership.
2. The following shall be referred to the exclusive authority of the general meeting of the participants of a limited liability partnership:
1) amendment of the partnership charter including the amendments of the amount of its charter capital;
2) election (appointment) of the member (members) of the executive body of a partnership and a premature termination of his/her (their) powers, as well as adoption of a decision on the transfer of the limited liability partnership or its property into trust management and defining of the terms of such a transfer;
3) approval of financial statements of the business partnership and distribution of its net income.
4) the decision concerning reorganization and liquidation of the partnership;
5) election and premature termination of the powers of the supervisory council and (or) auditing commission (auditor) of a partnership, as well as the approval of reports and statements of the auditing commission (auditor) of a partnership;
6) approval of internal rules, procedures for their adoption and of other documents which regulate internal functioning of the partnership;
7) decision of the partnership's participation in other business partnerships as well as in non-profit organizations;
8) appointment of the liquidation commission and approval of liquidation balance sheets;
9) decision on forced purchase of a share from a participant of the limited liability partnership in accordance with Article 82 of this Code.
3. Issues recognized as exclusive authority of General Meeting of the partnership participants may not be delegated to an executive body of the partnership for its deciding.
Article 80. Transfer of a Share in the Charter Capital of a Limited Liability Partnership to Another Person
1. A participant of a limited liability partnership shall have the right to sell or in any other way to assign his (her) share in the charter capital of a partnership or its part, at his (her) discretion to one or several participants of that partnership.
2. Alienation by a limited liability partnership participant of his (her) share (its part) to third persons shall be allowed, unless it is otherwise stipulated by the foundation documents of the partnership.
The participants of a limited liability partnership shall enjoy a pre-emption right, as compared to third persons, with regard to the purchase a share, or its part. Unless the foundation documents or an agreement between the participants of a given partnership stipulate otherwise, the priority right to purchase a share (its part) shall be exercised by the participants in proportion to the sizes of their shares in the charter capital of the partnership.
In the case of a sale of a share (its part) in violation of the preemption right, any participant of a limited liability partnership shall have the right to claim within three months from the day of the sale in a judicial procedure the transfer to him (her) of the rights and obligations of a buyer.
3. If the selling of the share of a participant (part thereof) to third persons is not possible in accordance with the charter foundation documents of a limited liability partnership and the other participants of the partnership refuse to purchase it, the partnership shall be obliged to pay to the participant its actual value or to issue to him (her) in kind the assets which correspond to that value.
4. The share of a participant of a limited liability partnership may be sold prior to its full payment only in the part which had been paid-up already.
5. If a share of a participant (part thereof) is acquired by the limited liability partnership itself, it shall be obliged to sell it to any other participants or third persons within the deadlines and in accordance with the procedure stipulated in legislative acts and the foundation documents of the partnership, or to reduce its charter capital. During that period the distribution of net income and also voting in the supreme governing body shall be carried out without taking into account the share acquired by the limited liability partnership.
6. The shares in the charter capital of a limited liability partnership shall be transferred to the inheritors of citizens and to the legal successors of legal entities which are participants in partnership, unless the foundation documents of the partnership stipulate that such a transfer is permitted only with the consent of the other participants of the partnership. Refusal to accept the transfer of a share shall entail the obligation of the partnership to pay to the inheritors (legal successors) of the participant its actual value or to issue to them in kind the assets worth the same value, in accordance with the procedure and on the conditions stipulated in legislative acts and in the foundation documents of the partnership.
Legislative acts may stipulate special considerations in the transfer of a share to the legal successors of legal entities.
Article 81. Additional Contributions by the Participants of a Limited Liability Partnership
Unless the charter of a limited liability partnership provides otherwise, the general meeting of its participants may take a decision on making by the participants of additional contributions to the partnership's property. A decision shall be adopted by a majority of three quarters of votes of all participants of the partnership.
Article 82. Forced Purchase of a Share from a Participants of a Limited Liability Partnership
In case of violation by a limited liability partnership participant of his (her) obligations to the partnership, which are established by legislative acts or the foundation documents, the partnership, in accordance with a decision of the general meeting, shall have the right, in a judicial procedure, to demand compulsory purchase of a share from such a participant at the price established in an agreement of the partnership with the participant. In the case of failure to reach consensus, the price of a share to be purchased in a compulsory procedure shall be established by the court. see.
Article 83. Imposition of a Claim upon the Share of a Participant in a Limited Liability Partnership
In the case where the participants' assets are not sufficient to cover his personal debts, the creditors may require, in accordance with the established procedure, to appropriate the share of the debtor who is a participant.
5. Partnerships with Additional Liability
Article 84. Basic Provisions Concerning the Partnership with Additional Liability
1. A partnership, which participants are liable for its obligations with their contributions to the charter capital, and in the case those are insufficient, additionally with the assets that belong to them in the amount which is a multiple of the contributions made by themselves shall be recognize as a partnership with the additional liability.
2. A maximum amount of the liability of the participants shall be stipulated in its foundation documents charter.
In the case of bankruptcy of one of the participants, his (her) liability for the obligations of the partnership shall be spread amongst other participants in proportion to their contributions, unless a different procedure of distribution of the liability is stipulated in foundation documents.
3. To an additional liability partnership the rules of this code shall be applied concerning limited liability partnerships, unless otherwise stipulated in this Article.
III. JOINT-STOCK COMPANY
Article 85. Definition of a Joint-Stock Company
1. A legal entity which issues shares for the purposes of raising funds for the performance of its activities shall be recognized as a joint-stock company. The shareholders of a joint-stock company shall not be liable for its obligations, and they shall bear the risk of losses associated with the company's business, within the limits of value of the shares they hold, except for the cases provided for by legislative acts.
2. A joint-stock company shall possess the assets which are separate from the assets of its participants, shall be liable for its obligations within the limits of its property and it shall not bear any liability for the obligations of its participants.
3. A joint-stock company may be created by one person and it may consist of one person in the case the acquisition by one shareholder of all the shares of the company, unless it is otherwise stipulated in legislative acts.
4. The legal status of a joint-stock company, the rights and obligations of the shareholders shall be determined by legislative acts in accordance with this Code. Special considerations with regard to the legal status of joint-stock companies which are created by way of privatizing state-owned enterprises, shall be determined in legislation.
5. Non-commercial organizations may be created in a form of the joint-stock company in the cases provided for by legislation.
Article 86. Is excluded
Article 87. Foundation Documents of a Joint-Stock Company
1. The foundation agreement (resolution of the only founder) and the charter shall be the foundation documents of a joint-stock company.
The foundation documents of the company must contain the information specified in this Code and other legislative acts of the Republic of Kazakhstan.
The foundation documents of a joint-stock company shall be subject to notarization.
2. The Operation of the foundation agreement (decisions of the sole founder) shall cease from the date of state registration of the shares.
3. The procedure of the confirmation of the charter of a joint-stock company shall be approved by the legislative acts of the Republic of Kazakhstan.
Article 88. Charter Capital of a Joint-Stock Company
Lower limit and the procedure for the formation of the charter capital of a joint-stock company, as well as the procedure of its expansion shall be defined by the legislative acts of the Republic of Kazakhstan.
Article 89. Is excluded
Article 90. Is excluded
Article 91. Issue and Distribution of Securities
1. These of securities to be issued by joint-stock companies shall be defined by the legislative acts.
2. The procedure of state registration of authorized shares issue and their placing shall be defined according with the legislative acts of the Republic of Kazakhstan.
3. Joint-stock companies shall have the right to issue secured bonds and unsecured bonds, except for the cases provided by the legislative acts of the Republic of Kazakhstan. Joint-stock company shall have the right to issue coupon and discount bonds. The terms and the procedure for issuing bonds shall be defined by legislation concerning the securities market.
4. The form, method and the procedure for payment of income on securities shall be defined in the charters of joint stock companies or in prospectuses of issues (terms of issues) of securities subject to special considerations provided for by legislative acts.
5. A joint-stock company shall not have the right to pay dividends on company shares:
1) when its owned capital is negative or when its owned capital becomes negative in the result of paying dividends on its shares;
2) when it meet the requirements insolvency or illiquidity, in accordance with legislation of the Republic of Kazakhstan concerning bankruptcy, nor when indicated symptoms are shown by a company pay dividends on company shares.
Legislative acts of the Republic of Kazakhstan may specify other circumstances prohibiting payment of dividends on ordinary shares, and issuing of debentures by joint-stock companies.
6. A joint-stock company shall have the right to issue derivative securities, options and convertible securities in accordance with the procedure defined by legislation.
Article 92. Managing a Joint-Stock Company
1. The general meeting of the shareholders of a joint-stock company shall be its supreme body.
2. The exclusive authority of the general meeting of shareholders shall be defined in legislative acts.
3. The taking of decisions on the issues comprised by the exclusive authority of the general meeting of shareholders, may not be delegated to other bodies of the joint-stock company.
4. A board of directors shall be formed in a joint-stock company, which shall exercise the general guidance of the company's business, except for deciding on the issues conferred by this Code, legislative acts and the company's charter, to the exclusive authority of the general meeting of shareholders. The issues which are conferred by this Code, legislative acts and the joint-company's charter to the exclusive authority of the board of directors, may not be delegated to the executive body of the joint-stock company to be decided on.
5. The executive body of a joint-stock company may be a collective body (board) or (and) a personal one (director, general director, president). It shall carry out the current management of the activities the joint-stock company and it shall report to the board of directors and the general meeting of the shareholders.
The authority of the executive body of a joint-stock company shall include the deciding on all the issues which do not constitute the exclusive authority of any other governing bodies of the company which is determined by legislation or by the foundation documents.
6. Other bodies may be formed by a joint-stock company in accordance with legislative acts.
7. The authority of the governing bodies of a joint-stock company and also the procedure for adopting by them of the resolutions and acting on behalf of the company, shall be determined by legislation in accordance with this Code and by the foundation documents.
8. Is excluded
Article 93. Reorganization and Liquidation of a Joint-Stock Company
1. A joint-stock company may be reorganized or liquidated upon the decision of the shareholders meeting. Any other grounds and the procedure for reorganization and liquidation of a joint-stock company shall be determined in this Code and any other legislative acts.
2. A joint-stock company shall have the right to transform into a business partnership, a production co-operative or an off-line organization of education according to the Law of the Republic of Kazakhstan «On the status of the «Nazarbayev University», «Nazarbayev Intellectual Schools» and «Nazarbayev Funds».
IV. Subsidiary Organization and Related Joint-Stock Company
Article 94. Subsidiary Organization
1. A legal entity whose predominant part of the charter capital (issued charter capital) is formed by another legal entity (henceforth - principal organization), or when in accordance with an agreement concluded by them (or otherwise) the principal organization has the possibility to control the decisions of a given organization, shall be recognized as a subsidiary organization.
2. A subsidiary organization shall not be liable for the debts of its principal organization.
The holding organization, which in accordance with an agreement (or otherwise) with the subsidiary organization, has the right to give necessary instructions to the subsidiary company, is liable together with the subsidiary company on the transactions which are concluded by the subsidiary company in accordance with such instructions.
In the case of bankruptcy of a subsidiary organization, due to a fault of the principal organization, the latter shall bear subsidiary liability with regard to its debts.
3. The participants of a subsidiary organization shall have the right to demand from the principal organization of the compensation of losses caused by its fault to the subsidiary organization, unless it is otherwise established by legislative acts.
4. Special considerations with regard to the status of subsidiary organizations, which are not specified in this Article, shall be defined by legislative acts.
Article 95. Related Joint-Stock Company
1. A joint-stock company shall be recognized as related if the other (participating, majority) legal entity has more than 20% of its voting shares.
2. Is excluded
3. Is excluded
4. Special considerations concerning related joint-stock companies and joint-stock companies mutually participating in issued (paid-up) charter capitals of each other's, which are not provided for by this Article, shall be defined by legislative acts.
V. Production Co-operative
Article 96. General Provisions Concerning Production Co-operatives
1. A voluntary association of citizens on the basis of the membership for joint entrepreneurial activities, which is based on personal labor participation and the co-operation by the members of their property contributions, shall be recognized as production co-operatives.
2. Members of a co-operative must be not less than two.
3. Members of a production co-operative shall bear a complimentary (subsidiary) liability on the obligations of the co-operative in the amounts in accordance with the procedure stipulated by the law concerning production co-operatives.
4. The legal status of production co-operatives and its members shall be determined in accordance with this Code and legislative acts.
Article 97. Charter of a Production Co-operative
The charter of a production co-operative must contain aside information indicated in paragraph 5 of Article 41 of this Code, the provisions concerning the size of unit shares of the co-operative’s members; concerning the composition and the procedure for making contributions by the co-operative members and their liability for violating obligations associated with the making of contributions; concerning the nature and the procedure for the labor participation of its members in the activities of the co-operative, and their liability for violating the obligations with regard to the personal labor participation; concerning the procedure for the distribution of losses net income of the co-operative; concerning the membership and the authority of the governing bodies of the co-operative and the procedure for their adoption of decisions, in particular concerning the issues on which decisions are adopted unanimously or by a qualified majority of votes.
Article 98. Property of a production co-operative
1. Property which is in the ownership of a production co-operative, shall be divided into unit shares of its members in proportion to their contributions, unless it is otherwise stipulated in the charter of a given co-operative.
2. Net income of a co-operative shall be distributed amongst its members in accordance with their labor participation, unless any other procedure is stipulated in the charter of the co-operative.
3. In case of liquidation of a production co-operative, or a member exiting the co-operative, that member shall have the right to appropriation of his unit share.
Article 99. Managing Production Co-operatives
1. The supreme body of a productionco-operative shall be the general meeting of its members.
In the productionco-operative there may be created a supervisory council which exercises the control of activities of the executive bodies of the co-operative. The members of a supervisory council shall not have the right to act on behalf of the productionco-operative.
Executive bodies of a co-operative shall be the board and (or) its chairman. They shall carry out the current management of the activities of the co-operative and they shall be accountable to the supervisory council and the general meeting of the members of the co-operative.
Only co-operative’s members may be supervisory council and the board of a productionco-operative. A member of a co-operative may not be at same time be the member of the supervisory council and the member of the board.
2. The authority of the governing bodies of a productionco-operative and the procedure for its adoption of decisions as well as their acting on behalf of the co-operative shall be determined in legislative acts and the foundation documents.
3. The following shall be referred to the executive authority of the general meeting of the members of a productionco-operative:
1) alteration of the charter of the co-operative;
2) formation of the executive, audit bodies and supervisory council, and the removal of their members;
3) acceptance and exclusion of the members of the co-operative.
4) approval of financial statements of the co-operative and distribution of its net income;
5) the decision concerning the reorganization or liquidation of the co-operative.
Also, any other issues may be referred by legislative acts and the foundation documents to the exclusive authority of the general meeting.
4. When a decision is adopted by the general meeting a member of a co-operative shall have one vote.
Article 100. Cessation of Membership in a Production Co-operative
1. A member of a production co-operative shall have the right to leave the co-operative at his (her) discretion. In that case, he (she) must be paid or given his (her) share and also he (she) must be issued any other benefits, which are stipulated in the charter.
The return of the share or any other assets to the co-operative member who is leaving shall be carried out upon expiry reporting period and the approval of the financial statements of the co-operative.
2. A member of a production co-operative may be excluded from the co-operative upon the decision of the general meeting in the case of a failure to execute or improper execution of the duties which are delegated to him (her) by the charter of the co-operative and also in any other cases which are stipulated in legislative acts and the foundation documents.
The exclusion from membership of a production co-operative may be challenged in the court.
A member of a production co-operative may be excluded from it upon the decision of the General meeting in relation to the membership in a similar co-operative.
A member of a production co-operative who is excluded from it shall have the right to get the share and any other benefits which are stipulated in the charter of the co-operative, in accordance with the paragraph 1 of this Article.
3. A member of a production co-operative shall have the right to transfer his (her) share or its part to any other co-operative member, unless otherwise stipulated in legislative acts and the foundation documents.
The transfer of a share (part thereof) to a citizen, who is not a member of the production co-operative, shall only be allowed with the consent of the co-operative. In that case, the other members of the cooperative shall exercise the pre-emption right in the purchase of such a share (its part).
4. In case of death of a member of a production co-operative, his (her) heirs may be accepted into the cooperative as members, unless it is otherwise stipulated in the charter of the co-operative. In the case of a refusal of an heir of the deceased co-operative member to enter the co-operative, or a refusal of the cooperative to accept an heir, he (she) shall be paid a share in the property proportionate to the share of the deceased co-operative member, as well as a part of the co-operative’s net income due to the deceased, and remuneration for personal labor participation in the activity of the co-operative.
5. The claims against the share of a production co-operative member related to his (her) personal debts shall be allowed only in the case of the shortage of his (her) other assets for covering such debts, in accordance with the procedure stipulated in legislative acts and the foundation documents of the co-operative.
Article 101. Reorganization and Liquidation of a Production Co-operative
1. A production co-operative may be voluntarily reorganized or liquidated upon the resolution of the General meeting of its members.
Any other grounds and the procedure for reorganization and liquidation of a production co-operative shall be determined in this Code and other legislative acts.
2. A production co-operative, upon the unanimous decision of its members, may be transformed into a business partnership.
VI. State Enterprise
Article 102. Fundamental Provisions Concerning the State Enterprise
1. The following shall be referred to state-owned enterprises:
1) those based on the economic management;
2) those based on the right to operational management (public enterprise).
2. The assets of a state-owned enterprise shall be indivisible and it may not be distributed by contributions (shares, unit shares), including among the workers of the enterprise.
3. The commercial name of state-owned enterprises must contain the indication of the ownership of its assets.
4. A state-owned enterprise shall be created, liquidated, and reorganized pursuant to a decision of the authorized state body.
5. The manager of a state enterprise is appointed by the authorized government body and its subordinates.
6. Is excluded
7. The status of a state enterprise and a public enterprise shall be determined by this Code and other legislative acts.
Article 103. Enterprise Based on the Economic Management
1. The charter approved by the foundation party, shall be the foundation document of an enterprise based on the economic management.
2. An enterprise which is based on the economic management shall be liable on its obligations with all the property belonging to it.
An enterprise which is based on the economic management shall not be liable upon the obligations of the state.
The state shall not be liable for the obligations of an enterprise based on the economic management, except for the cases, stipulated by this Code and other legislative acts.
Article 104. A Public Enterprise
1. An enterprise which possesses the state-owned assets under the right to operational management shall be a public enterprise.
2. Public enterprises shall be created upon the decision of the Government of the Republic of Kazakhstan or a local executive body.
3. The charter approved by the foundation party shall be the foundation document of the public enterprise.
4. The commercial name of an enterprise based on the right to operational management, must contain an indication that the enterprise is public.
5. Business activities of a public enterprise shall be determined by its aims and objectives which are stipulated in its charter.
6. The Republic of Kazakhstan or the administrative and territorial unit shall bear the subsidiary liability upon the obligations of public enterprises. With regard to contractual obligations the liability shall arise in accordance with the procedure as established by legislative acts concerning state owned enterprises.
VII. Non-Commercial Organization
Article 105. An Institution
1. An organization created and financed by its founder for the performance of managerial, social and cultural or any other functions of non-commercial nature, shall be recognized as institution.
2. An institution created by the State in accordance with the Constitution and the laws of the Republic of Kazakhstan or on the basis of the regulatory legal acts of the President of the Republic of Kazakhstan, Government of the Republic of Kazakhstan and the local executive body of regions, cities of republican status, capital, districts, cities of regional status, which are maintained solely at the expense of the Budget or State Budget, National Bank of the Republic of Kazakhstan unless it is otherwise established by legislative acts of the Republic of Kazakhstan, shall be recognized as state-owned institution.
3. Assumption of the contractual obligations shall be carried out in accordance with the Budget Code of the Republic of Kazakhstan.
4. Legal rights of the enterprises shall be specified by this Code, legislative acts of the Republic of Kazakhstan.
Article 106. A Pubic Association
1. In the Republic of Kazakhstan political parties, trade unions and other associations of citizens created on a voluntary basis for the attainment by them of the goals in common which do not contradict legislation, shall be recognized as public associations.
Creation and participation features of public associations for individuals shall be specified by the legislative acts of the Republic of Kazakhstan.
The participants (members) of public associations shall not have the right to the assets which are transferred to those associations, including the membership fees. They shall not be liable for the obligations of the public associations in which they participate as their members, and the indicated associations shall not be liable for the obligations of their members.
2 - 6. are excluded
7. Assets of a public association which is liquidated upon the resolution of the convention (conference) or the general meeting shall be used on the purposes which are stipulated in its charter.
Assets of a public association liquidated upon a court decision shall be used in accordance with this Code or other legislative acts.
8. The legal status of public associations shall be determined by legislative acts in accordance with this Code.
Article 107. A Public Foundation
1. A non-commercial organization without any membership, which is founded by citizens and (or) legal entities on the basis of their voluntary property contributions, and which pursues social, educational, and any other publicly-useful purposes shall be recognized as a public foundation.
2. A public foundation shall be a legal entity and in the Civil rights turnover it shall be represented by the bodies of the foundation, it shall have an independent balance-sheet and the bank account.
3. The assets which are transferred to a public foundation by its founders shall be property of the foundation.
Founders of a foundation shall have not property rights with regard to the property of a given public foundation.
4. The funds as well as other assets of the founders, sponsorship, voluntary, charity donations and any other legal receipts shall be the source of income for a public foundation.
5. The procedure for managing a public foundation and the procedure for the formation of its bodies shall be determined by its charter as approved by the founder.
The charter of a public foundation, aside from the information contained in paragraph 5 of Article 41 of this Code, must contain information about the institutions of the foundation, on the procedure for the appointment of the officials of the foundation and their dismissal, the allocation of the foundation property in the event of its liquidation.
6. The foundation shall be obliged to publish in official publications annually the reports concerning the use of its assets.
7. Upon the resolution of the court a public foundation may be liquidated in the following cases:
1) where the assets of the foundation are not sufficient for attaining its objectives and the probability of obtaining the required assets is not realistic;
2) where the purposes of a foundation may not be reached and appropriate changes of foundation's objectives may not be made;
3) in the event that the foundations in its activities deviates from the objectives stipulated in its charter;
4) in any other cases which are stipulated in legislative acts or the foundation documents.
8. The assets which remain after the liquidation of a public association shall be used for the purposes contemplated in its charter.
Article 108. Consumer Co-operatives
1. A consumer co-operative shall be recognized as a voluntary association of citizens on the basis of the membership, for the satisfaction of their financial and or any other needs, which is implemented by way of its members uniting their property (share) contributions.