Understanding Shares & Debentures (Zimbabwe)

What Every Member Should Know
When you join a registered co-operative society in Zimbabwe, your financial stake in the co-op is represented in the form of shares. These shares are more than just numbers — they show how much you own in the business, and what you can expect to gain if the co-op does well.
Let’s unpack what that means in everyday language.
๐งพ What Is a Share in a Co-op?
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A share is your piece of ownership in the co-op. Think of it as your ticket to being a part-owner.
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It is movable property — which means it can be transferred to others, but only under certain rules.
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The value of a share is set in the co-op’s own by-laws (rules made by the members).
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You must hold at least the minimum number of shares required by your co-op.
๐ Can I Sell or Transfer My Shares?
Yes, but only under specific conditions:
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You can only transfer your shares to:
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The co-op itself,
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Another member, or
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A person who has applied to join the co-op and been accepted.
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You can’t just sell them to anyone outside the co-op.
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The co-op’s management committee must approve and register the transfer before it is legal.
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You can also nominate someone to inherit your shares when you pass away, by putting it in writing and having witnesses sign it.
โฐ๏ธ What Happens to My Shares When I Die?
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You can name someone (a nominee) while you are alive who will receive your shares if you die.
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If you don’t nominate someone, the shares can go to:
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Your heir, or
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The executor of your estate (with Registrar approval).
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If the person receiving the shares doesn’t qualify to be a co-op member, they must transfer the shares to someone who does, within six months.
๐ Share Certificates
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After you’re issued shares (or transfer them), you’ll receive a share certificate within two months.
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The certificate proves you own shares and will include:
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Your name,
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The co-op’s name,
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Value of the share,
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Any unpaid amounts,
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Any conditions attached,
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Date of issue.
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This certificate is proof of your ownership — and can’t be denied unless proven false.
๐ซ Can My Shares Be Taken by Creditors?
In general, no. Your co-op shares:
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Cannot be seized or sold by a court to pay your personal debts.
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Cannot be claimed by a bankrupt estate.
This protects members and encourages them to invest with peace of mind.
๐ต What Are Debentures?
A debenture is like a loan you give to the co-operative — but with a promise that the co-op will pay you back with interest. It's a way for the co-op to raise money without giving away ownership.
There are two types:
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Secured debentures – backed by property or assets (like land or equipment).
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Unsecured debentures – not backed by any specific property.
To issue debentures:
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The co-op’s by-laws must allow it.
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The Registrar must approve it.
๐ What Can Be Used as Security for Debentures?
If a co-op issues secured debentures, it can pledge:
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Movable property (like equipment or vehicles),
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Incorporeal rights (like expected income),
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Immovable property (like land), via legal documentation like mortgage or notarial bonds.
All these pledges must be registered properly in the Deeds Registry, and recorded in the co-op’s official books.
๐ Co-op Records and Transparency
Every co-op must maintain a register of:
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All bonds and pledges against its property.
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All debenture holders – showing how many debentures exist, who owns them, and how much is owed.
This ensures members and regulators can monitor the co-op’s financial commitments.
โ Summary
Feature | Shares | Debentures |
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What it is | Your ownership in the co-op | A loan you give to the co-op |
Who gets it | Only members | Members or outside investors |
Transfer rules | Only to the co-op or members | Freely transferable (if allowed) |
Certificate | Proof of ownership | Proof of loan and entitlement |
Risk | Based on co-op success | Based on repayment terms |
Protection | Cannot be taken by creditors | May be secured or unsecured |
๐ฅ Why This Matters
For members:
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Shares show your ownership and give you voting rights.
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Debentures are a way to invest and earn interest.
For the co-op:
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Shares are part of your capital base.
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Debentures help you raise funds for growth, while protecting member control.
Always read and understand your co-op’s by-laws — they spell out exactly how these financial tools are used in your society.
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