Professional Documents
Culture Documents
– A cooperative is an autonomous and duly registered association competition or fix prices arbitrarily in violation of any laws of
of persons, with a common bond of interest, who have voluntarily joined together to achieve their the Philippines
social, economic, and cultural needs and aspirations by making equitable contributions to the Cooperative Development Authority
capital required, patronizing their products and services and accepting a fair share of the risks -refers to the government agency in charge of the registration and regulation of cooperatives
and benefits of the undertaking in accordance with universally accepted cooperative principles.
Objectives and Goals of a Cooperative. - to help improve the quality of life of its members.
ART. 4. COOPERATIVE PRINCIPLES.
(a) Provide goods and services to its members to enable them to attain increased income,
savings, investments, productivity, and purchasing power
“(1) Voluntary and Open Membership – Cooperatives are voluntary organizations, open to all (b) Provide optimum social and economic benefits to its members;
persons able to use their services and willing to accept the responsibilities of membership, (c) Teach them efficient ways of doing things in a cooperative manner;
without gender, social, racial, cultural, political or religious discrimination. (d) Propagate cooperative practices and new ideas in business and management;
(e) Allow the lower income and less privileged groups to increase their ownership in the wealth of
(2) Democrative Member Control – Cooperatives are democratic organizations that are the nation; and
controlled by their members who actively participate in setting their policies and making (f) Cooperate with the government, other cooperatives and people-oriented organizations to
decisions. General assembly are the members which has the power in making decisions in the further the attainment of any of the foregoing objectives.
coop
TYPE AND CATEGORIES OF COOPERATIVES.
(3) Member Economic Participation – Members contribute equitably to, and democratically
control, the capital of their cooperatives. At least part of that capital is the common property of the “(a) Credit Cooperative - promotes and undertakes savings and lending services among its
cooperative. They shall receive limited compensation or limited interest, if any, on capital members.
subscribed and paid as a condition of membership. (b) Consumers Cooperative is to procure and distribute commodities to members and non-
members; (buy and sell)
(4) Autonomy and Independence – Cooperatives are autonomous, self-help organizations (c) Producers Cooperative - joint production whether agricultural or industrial. members to
controlled by their members undertake the production and processing of raw materials or goods produced by its members into
finished or processed products for sale by the cooperative to its members and non-members
(d) Marketing Cooperative - supply of production inputs to members and markets their products;
(5) Education, Training and Information –education and training for their members, elected and (e) Service Cooperative -
appointed representatives, managers, and employees, so that they can contribute effectively and (f) Multipurpose Cooperative - combines (2) or more of the business activities of these different
efficiently to the development of their cooperatives. types of cooperatives;
(g) Advocacy Cooperative - promotes and advocates cooperativism
(6) Cooperation Among Cooperatives – Cooperatives serve their members most effectively (h) Agrarian Reform Cooperative is one organized by marginal farmers majority of which are
and strengthen the cooperative movement by working together through local, national, regional agrarian reform beneficiaries
and international structures. (i) Cooperative Bank - financial services to cooperatives and their members;
“(j) Dairy Cooperative
“(k) Education Cooperative
(7) Concern for Community – work for the sustainable development of their communities (l) Electric Cooperative is undertaking power generations, utilizing renewable energy sources,;
(m) Financial Service Cooperative - engaging in savings and credit services and other financial
services;
3. Main Objective of Cooperative
(n) Fishermen Cooperative - marginalized fishermen in localities whose products are marketed
To improve the quality of life of its members.▪
either as fresh or processed products;
4. Cooperative Not in Restraint of Trade
(o) Health Services Cooperative
When cooperative complies with the Philippine Cooperative ▪
(p) Housing Cooperative
Code shall not be deemed conspiracy or combination in
(q) Insurance Cooperative insuring life and poverty of cooperatives and their members;
restraint of trade or an illegal monopoly, or an attempt to lessen
(r) Transport Cooperative
(s) Water Service Cooperative own, operate and manage waters systems for the provision and 15 or more natural persons who are Filipino Citizens of legal age, common bond of
distribution of potable water interest, residing or working in the intended area of operation
(t) Workers Cooperative is one organized by workers, self-employed, members and owners of >Organizers-founder
the enterprise. Its principal purpose is to provide employment and business opportunities to its Single purpose cooperative may transform into multipurpose or create subsidiaries after 2
members years of operation
Laboratory cooperative – organized by minors and must be affiliated with registered ARTICLES OF COOPERATION – file to CDA, signed by the organizers of natural person in a
cooperative primary coop and chairpersons/secretaries in secondary or tertitaty coop.
-coop acquired juridical personality when CDA issues a certificate of registration. (conclusive DIVISION OF COOPERATIVE
evidence) -majority vote of BOD and 3/4 vote of the members with voting rights. Quorum, resolve to divide
itself into 2 or more cooperatives
-Approval by Inaction – if CDA failed to act within 60 days, it is deemed approved unless the
delay is attributable to applicant
-DENIED of cert of reg – appeal within 90 days from the notice in the Office of the president. if no MERGER AND CONSOLIDATED COOPERATIVES
action from the office within 90 days, mean approval of the application (Approval by Inaction) - majority vote of BOD and 3/4 vote of the members with voting rights
- (2) or more cooperatives may merge into a single cooperative
BY-LAWS - dissenting members shall have the right to exercise their right to withdraw their membership
- effective upon the issuance of the certificate of merger or consolidation by the Authority.
-submit AOC with bylaw to CDA
“(2) The death or insanity of a member in a primary cooperative, and the insolvency or dissolution
Dual Membership
of a member in a secondary or tertiary cooperative may be considered valid grounds for
-provided na di bawal sa by law of the two cooperative like cooperatives with same line of
termination of membership:
members
>agrarian reform beneficiary-member of a cooperative, the next-of-kin may do the duties of the
-can be a member of two cooperative
original member
General Assembly
“(3) Membership in the cooperative may be terminated by a vote of the majority of all the
-highest policy body of coop
members of the board of directors
-exercise power of cooperatives
(a) When a member has not patronized any of the services of the cooperative
-group of members
(b) When a member has continuously failed to comply with his obligations;
(c) When a member has acted in violation of the bylaws and the rules of the cooperative; and
Kinds of Membership (d) For any act or omission injurious or prejudicial to the interest or the welfare of the cooperative.
1. “A regular member - complied with all the membership requirements and entitled to all the
rights and privileges of membership.
*notify him and opportunity to be heard. appeal can be made within 30 days to the general
assembly or appeal and grievance of committee. if walang action wihtin 30 days from receipt =
2. An associate member one who has no right to vote nor be voted upon and shall be entitled still a member of the coop
only to such rights and privileges as the bylaws may provide: *pending decision of GA = membership in force
>can be a regular member provided he continues to patronize the coop for 2 years and meets the
minimum requirements of regular membership, c
EFFECT OF DEATH OF MEMBER
>the heir is qualified and shares of the decedent basta han nga agexceed ti 10% of the total
*need to complete a Pre-Membership education seminar (PMES). shareholding = admitted as members.
*approved by BOD >the heir is qualified and more than 10%, bibilhin ni coop ung excess then the 10% is given to
*DENIAL OF MEMBERSHIP – appeal to general assembly and given 30 days to act from filing if the heir
no action= deemed approved >if heir is not qualified or exceed 10% = bibilhin lahat ni coop ung shares and the consideration is
*Create appeal ad grievance committee to deal with such matters since adu da unay nge given to the heir.
members. Members of such shall serve 1 year
*Election and Audit committee is appointed by general assembly while other committee is
ADMINISTRATION
*member shall be liable for the debt of coop up to his contribution
GENERAL ASSEMBLY- composed of such members who are entitled to vote under the articles (3) The members of the board of directors shall not hold any other position directly involved in the
of cooperation and bylaws of the cooperative. the highest policy-making body of the cooperative day to day operation and management of the cooperative. (if employed to the coop = bawal
maging director)
(4) Any person engaged in a business similar to that of the cooperative or a conflict of interest
Powers of GA with it, is disqualified from election as a director of said cooperative
(1) To determine and approve amendments to the articles of cooperation and bylaws;
(2) To elect or appoint the members of the board of directors, and to remove them for cause.
(3) To approve developmental plans of the cooperative. MEETINGS OF THE BOARD AND QUOROM REQUIREMENT
MEETINGS (1)In primary cooperatives, regular meetings of bod = at least once a month.
Regular Meeting-held annually on date fixed in by law if wala within 90 days after fiscal year. (2) Special meetings of the board of directors = any time upon the call of the chairperson or a
Notice shall be sent majority of the members of the board: 1 week notice prior to the meeting
(3) A majority of the members of the Board shall constitute a quorum or the conduct of business,
Special Meeting – whenever necessary –1 week prior notice; 10% entitled to vote ang (1/2 + 1)
magpipirma to call for a special meeting (4) Directors cannot attend or vote by proxy at board meetings.
-in case of newly approved cooperative – within 90 days of approval dapat magcall ng meeting
-SM for reporting to the members result of an investigation of the corporate affairs
VACANCY OF THE BOD
-vacancy other than expiration can be filled by the vote of at least majority of the remaining
QUOROM directors if may quorum pa
-at least 25% of all the members entitled to vote -no quorum – vacancy is filled by GA and shall only serve the unexpired term
-cooperative bank – ½ + 1 members
-electric coop – 5% of all members entitled to vote
OFFICERS OF THE COOPERATIVE
- The board of directors shall elect from among themselves the chairperson and vice-chairperson,
VOTING SYSTEM and elect or appoint other officers
-each member = 1 vote. (except for associate member=no voting rights) -serve during good behavior. Loss of confidence not valid reason for removal.
-for members of secondary and tertiary members = 1 basic vote and maximum 5 incentive votes. - No two (2) or more persons with relationships up to the third civil degree of consanguinity or
Voting by proxy is allowe for S & T affinity nor shall any person engaged in a business similar shall serve an appointive officer
COMPOSITION AND TERM OF THE BOD LIABILITY OF DIRECTORS, OFFICERS AND COMMITTEE MEMBERS.
-BOD composed of 5-15 members elected by GA with a term of 2 years and hold office until the -Directors, officers and committee members, who are willfully and knowingly vote for or assent to
successor arrive patently unlawful acts or who are guilty of gross negligence or bad faith shall be liable jointly and
severally for all damages or profits resulting therefrom to the cooperative, members, and other
persons.
POWER OF BOD - director, officer or committee member attempts to acquire or acquires, in violation of his duty,
-strategic planning, direction setting and policy formulation activities of the coop any interest or equity adverse to the cooperative = liable for damages and shall be accountable
-need approval of GA in their plans which done during the yearly general assembly meeting for double the profits
>engaged in the same business as the coop
DIRECTORS
COMPENSATION
(1) Any member of a cooperative has the right to vote and qualified shall be eligible for election >no compensation for director , allowance only
as director. >if may net loss si coop in the preceding year, no allowance for the succeeding year
(2) The cooperative may, admit as directors, or committee member = not be a member of the >compensation granted must be approved by majority vote of members in a meeting
cooperative and shall have no powers, rights, nor responsibilities except to provided technical >no compensation during the first year of coop
assistance as required by the cooperative. >officers and committee members can have a compensation basta stated in the bylaws
DEALINGS OF DIRECTORS, OFFICERS, OR COMMITTEE MEMBERS. SALARY OR WAGE DEDUCTIONS
-self dealings. A contract entered is voidable, unless all the following conditions are present. -if given authority to deduct, the employer shall make a deduction from the member’s salary or
(1) That the presence of such director in the board meeting wherein contract was approved was wages in accordance to the agreement within 10 days after end of the payroll monfth
not necessary to constitute a quorum for such meeting; -deduction happens when the employee has unpaid debt
(2) That the vote of such director was not necessary for the approval of the contract;
(3) That the contract is fair and reasonable under the circumstances; and
PRIMARY LIEN
(4) the contract with the officer or committee member has been previously authorized by the
-coop shall have a primary lied upon the capital, deposits, or interest of a member for any debt
general assembly or by the board of directors.
due to the cooperative from such a member
*Where any of the first two conditions is absent, in the case of a contract with a director, such
TAX TREATMENT AND COOPERATIVE
contract may be ratified by a three-fourths (3/4) vote of all the members with voting rights, present
- . – Duly registered cooperatives under this Code which do not transact any business with non-
and constituting a quorum in a meeting called for the purpose.
members or the general public shall not be subject to any taxes and fees
DISLOYALTY OF DIRECTOR
TAX AND OTHER EXEMPTIONS.
-a director acquire an opportunity for the coop sana is liable for damages and double the profits
- Cooperatives with accumulated reserves and undivided net savings of not more than Ten
na makukuha sana ni coop. but it can be ratified by a three-fourths (3/4) vote of all the members
million pesos (P10,000,000.00) shall be exempt from all national, city, provincial, municipal or
with voting rights, present and constituting a quorum.
barangay taxes of whatever name and nature.
- Cooperatives with accumulated reserves and undivided net savings of more than Ten million
ILLEGAL USE OF CONFIDENTIAL INFORMATION. pesos (P10,000,000.00) shall fee: income tax, VAT on transactions with non members, and other
- the guilty person is liable to compensate the cooperative for the direct losses and Accountable taxes.
to the cooperative for any direct benefit or advantage received or yet to be received by him or his > Donations to charitable, research and educational institutions and reinvestment to
associate, as a result of the transaction. socioeconomic projects within the area of operation of the cooperative may be tax deductible
REMOVAL - All cooperatives, regardless of the amount of accumulated reserves and undivided net savings
- All complaints for the removal of any elected officer shall be filed with the board of directors. shall be exempt from payment of local taxes and taxes on transactions with banks and insurance
Such officer shall be given the opportunity to be heard companies:
-during the investigation, that person is under suspension until such finding that he is guilty then - areas where there are no available notaries public, the judge, exercising his ex officio capacity
BOD present its recommendation for removal to the general assembly. as notary public, shall render service, free of charge, to any person or group of persons
- Any register of deeds shall accept for registration, free of charge, any instrument relative to a
loan made
RESPONSIBILTIES RIGHTS AND PRIVILEGES OF COOP - Cooperatives shall be exempt from the payment of all court and sheriff’s fees payable
shall be exempt from putting up a bond for bringing an appeal against the decision of an inferior
INSPECTION OF BOOKS court
-members and representative of Authority can inspect books during reasonable hours
PRIVELGES OF COOP
REPORTS
-draw up regular reports accessible to members and shall be filed to CDA within 20 days from the
end of the calendar year “(1) depositing their sealed cash boxes or containers, documents or any valuable papers in the
-failure to file = fines, penalties or ground for revocation safes of the municipal or city treasurers and other government offices free of charge, and the
custodian shall issue acknowledgement of such
PREFERENCE OF CLAIMS (2) Cooperatives organized among government employees = free use of any available space in
-subject to the prior claim of the Authority, any debt due to the coop from the member shall their agency
constitute a first lien
(3) Cooperatives rendering special types of services and facilities such as cold storage, ice plant, DISOLUTION OF COOP
electricity, transportation, and similar services and facilities shall secure a franchise therefore,
and such cooperatives shall open their membership to all persons qualified in their areas of Voluntary (No creditors affected)
operation; -majority vote of BOD and affirmative vote of ¾ of all the members
(4) the preferential right to supply government institutions and agencies marine products, and
Voluntary (Creditors are affected)
agricultural commodities produced by their members shall be granted to the cooperatives
-petition is needed to file with CDA. signed by a majority of its board or directors or other officers
concerned;
managing its affairs, verified by its chairperson or board secretary or one of its directors . claims
and demands against it and that its dissolution was resolved upon by the affirmative vote of at
(5) Preferential treatment in the allocation of fertilizers,
least three-fourths (3/4) of all the members
(6) Preferential and equitable treatment in the allocation or control of bottomries of commercial
shipping vessels Involuntary Dissolution.
A cooperative may be dissolved by order of a competent court after due hearing on the grounds
(7) Cooperatives and their federations, such as farm and fishery producers and suppliers, market of:
vendors and such other cooperatives, , shall have preferential rights in the management of public (1) Violation of any law, regulation or provisions of its bylaws; or
markets and/or lease of public market facilities, stalls or spaces (2) Insolvency.
(8) Cooperatives engaged in credit services and/or federations shall be entitled to loans credit
lines, rediscounting of their loan notes, and other eligible papers with the Development Bank of
the Philippines, the Land Bank of the Philippines and other financial institutions except the Dissolution by Order of the Authority.
Bangko Sentral ng Pilipinas (BSP); “(1) Having obtained its registration by fraud;
“(2) Existing for an illegal purpose;
“(9) A public transport service cooperative may be entitled to financing support for the acquisition “(3) Willful violation, despite notice by the Authority, of the provisions of this Code or its bylaws;
and/or maintenance of land and sea transport equipment, facilities and parts through the program “(4) Willful failure to operate on a cooperative basis; and
of the government financial institutions “(5) Failure to meet the required minimum number of members in the cooperative.
(10) Cooperatives transacting business with the Government shall be exempt from Dissolution by Failure to Organize and Operate.-
prequalification bidding requirements -if coop did not operate within two (2) years after the issuance of its certificate of registration,
uthority shall send a formal notice to the said cooperative to show cause as to its failure to
“(11) Cooperative shall enjoy the privilege of being represented by the provincial or city fiscal or operate.
the Office of the Solicitor General, free of charge, except when the adverse party is the Republic
of the Philippines; Liquidation of a Cooperative
- continue to exist for three (3) years after the time it is dissolved for the purpose of prosecuting
(12) Cooperatives organized by faculty members and employees of educational institutions shall and defending suits by or against it; settlement and closure of its affairs; disposition, conveyance
have the preferential right in the management of the canteen and other services related to the and distribution of its properties and assets.
operation - the asset of shareholder or member who is unknown or cannot be found shall be given to the
federation or union
(13) The appropriate housing agencies and government financial institutions shall create a distribute its assets or properties upon lawful dissolution and after payment of all its debts and
special window for financing housing projects undertaken by cooperatives, with interest rates and liabilities
terms equal to, or better than those given for socialized housing projects.
Capital Build-Up.- First priority goes to the reserve fund at least 10 percent of the net surplus. The reserve funds
- to allow the continuing growth of the members’ investment in their cooperative as their economic is meant or stabilize coop operations and may be used only for investments allowed by the code.
conditions continue to improve Second priority goes to the Education and Training fund which is not more than 10
percent of net surplus. Fees and fines may also be credited of such funds. Normally, this fund is
shared equally between the coop and is apex organization.
Investment of Capital. – A cooperative may invest its capital in any of the following Third priority is an optional fund, a land and building fund, community development fund
and any other necessary funds. After all these have been allocated, the remainder is available to
the general membership in the form of interest on his investment and patronage refund.
a. In shares or debentures or securities of any other cooperative;
Nevertheless, interest in share capital should exceed normal rate of return on investment
Revolving Capital.
-The general assembly of any cooperative may authorize the board of directors to raise a
revolving capital to strengthen its capital structure by deferring the payment of patronage refunds
and interest on share capital or by the authorized deduction of a percentage from the proceeds of
products sold or services rendered,
Annual Audit
-He is independent of the cooperative or any of its subsidiary that he is auditing; and a member
in good standing of the Philippine Institute of Certified Public Accountants (PICPA) and is
accredited by both the Board and Accountancy and the Authorit
- submit to the board of directors and to the audit committee
- auditor is not liable to any person in an action for defamation based on any act, done, or any
statement made by him in good faith