The Registrar may control how an unlawful society is wound up, including vesting property in an officer, approving or amending a surplus-assets scheme, and moving certain employees to a new body.
31.–(1) The Registrar may order that, the movable and immovable property of an unlawful society shall vest in an officer specified in the order and thereupon, the officer shall proceed to wind up the affairs of the society after satisfying and providing for debts and liabilities of the society and the costs of winding up and where there shall be any surplus assets, prepare and submit to the Registrar, a scheme for the application of surplus assets. (2) An order made under subsection (1) shall be registered by the officer concerned with the registration of the title to any immovable property affected by the order, without payment of any registration fee, and a stamp duty shall not be payable on that order. (3) A scheme submitted to the Registrar under subsection (1) may be amended by the Registrar in a way as he thinks 12 ©2025 Government of Tanzania. All rights reserved. No part of this book may be reproduced or distributed without permission of OAG. THE SOCIETIES ACT [CAP. 337 R.E. 2023] proper in the circumstances of the case and the approval of the Registrar shall be denoted by the endorsement thereon of a memorandum of approval and upon this being done, the surplus assets and the subject of the scheme shall be held by the officer upon the terms and purposes thereby prescribed. (4) For purposes of the winding-up of the affairs of a society, the officer specified in the order shall have the powers vested in the Official Receiver for the purpose of discovering the property of a debtor and the realisation thereof. (5) Notwithstanding the provisions of the foregoing subsections, the Registrar may- (a) prior to the completion of the winding-up of an unlawful society by the officer in whom the property of the society is vested by an order under subsection (1); or (b) after the completion of the winding-up by such officer, by order, vest any asset or liability of the unlawful society, or any of the surplus assets thereof, in any other society or body of persons, whether corporate or unincorporate, where, in the opinion of the Registrar, it is desirable to do so. (6) Where an order is made under subsection (5) vesting any asset, liability or surplus asset in any society or body of persons, the asset, liability or surplus asset shall vest in the society or body of persons, as the case may be, by virtue of the order and without further assurance with effect from the date and subject to terms and conditions as may be specified in the order. (7) Where an order under subsection (5) is made prior to completion of the winding-up of the unlawful society, the asset or liability in respect of which the order is made shall not be taken into account for the purposes of the winding-up of the unlawful society. (8) Where any asset of an unlawful society is vested in any society or body of persons, the Registrar may, by order, transfer any person who immediately prior to the commencement of the order made under subsection (1), was an employee of the unlawful society and his employment has not been terminated 13 ©2025 Government of Tanzania. All rights reserved. No part of this book may be reproduced or distributed without permission of OAG. THE SOCIETIES ACT [CAP. 337 R.E. 2023] Cap. 366 by the officer in whom the property of the unlawful society has been vested, to the service of the society or body of persons in whom the asset is vested by order made under subsection (5). (9) Where an employee is transferred under subsection (8)- (a) he shall, as from the date of his transfer, be deemed to be the employee of the society or body of persons to which he is transferred; (b) the terms and conditions of service applicable to him after the transfer shall not be less favourable than those which were applicable to him immediately before the transfer, and, for the purposes of determining any right to gratuity or other superannuation benefit, his service with the society or body of persons to which he is transferred shall be regarded as continuous with his service immediately preceding the transfer; and (c) his employment immediately prior to his transfer and employment by the society or body of persons to which he is transferred shall be deemed to be continuous employment by one employer within the meaning of the Employment and Labour Relations Act. (10) For the avoidance of doubt, it is hereby declared that, this section or this Act shall not be construed as conferring upon any member or past member any right to a refund of any fee, dues, subscription or other contribution paid or made by such member or past member to the unlawful society or as conferring upon any person a right to a refund or return of any gift made by him to the unlawful society. (11) The Registrar may, for the purpose of enabling a society to wind-up its own affairs, suspend the operation of any order made under subsection (1) for a period as shall seem expedient: Provided that, where the operation of any order made under subsection (1) is suspended, the suspension shall not affect the operation of any order made under subsection (5) or subsection (8). 14 ©2025 Government of Tanzania. All rights reserved. No part of this book may be reproduced or distributed without permission of OAG. THE SOCIETIES ACT [CAP. 337 R.E. 2023] Power to enter and search meeting places or business places Act No. 9 of 2019 s. 38 (12) The provisions of this section shall not apply to any property forfeited under section 36. [s. 30]