403 Coo era, COOPERATIVES _ goer Chapter 9 COOPERATIVES C&D pefINITION AND PRINCIPLES NITION: A cooperative isan autonomous and duly registered won of persons, with a common bond of interest, who have vluntaly ‘oh ngether to achieve their social, economic, and cultural needs and hems by making equitable contributions to the capital required, smrzing their products and services and accepting a fair share ofthe risks bitenefis of the undertaking in accordance with universally accepted captive principles. \CIPLES 1. Cooperative Principles. - Every cooperative shall conduct ie \asinaccordance with Filipino culture, good values and experience and ‘eaniverslly accepted principles of cooperation which include, but are "tinted to, the following; ("Yolentary and Open Membership Cooperatives are voluntary ‘Binizations, open to all persons able to use their services and willing ‘cept the responsibilities of membership, without gender, soil 1p Auth cultural, political or religious discrimination; tie Member ‘Control- Cooperatives are democatic platizations that are controlled by their members who actively ‘wor “pate in setting their policies and making decisions. Men and Aen Seeving as elected representatives, directors or officers are Stable to the membership. primary cooperatives, menbers other tal Voting rights of one-member, one-vote. Cooperatives at levels are organized ‘in the same democratic manner. 408gato gush, on INE OF OPE cooperative hanks, eopeaive soca reall comple instant and apreekesee et stots Or errises, and public markets pe and fcitate the aetiites of cooperatives; tx the cause af the cooperative manera Aare the viability of cooperatives through the utilization of new: (eens et * et promot seep seem ren and poverty alleviation and Rajerake any and all other actives for the effective ad efficent 1 eeasn lhe provision ofthe Coopenine ce eer Ewan Paria Oy cant ene Feat econ pe the orega h Rained compat ried ine ty smtp ennitmenny an Surpluses for any ofall ofthe following purposes: deve Cpe ty ting vp ses Fro ch sho se Indiv betting membersin proportion oth ptr ere bess soning the sc ee the membersip. eta ki ‘Antonomy end independence -Cooperatvesare onomouy een ele by hee mentee 4 ee “tum winrar ning eve pi om exer sues ty shall 9 on terme a ‘democratic control of their members and maintain their = me ‘opening stony. (©) Edwaton, Training and Information - Coo sscaton and feinng. for thet member, representatives, managers and employees, so eflectvely and fiery tothe development (©) Cooperation Among Cooperatives Coopera sot efetively and strengthen the cooper together though loa national regional and inematicnl ae © Goncert for Community Coopers tives work for the sistainle development oftheir communities through polices approved yt members. PEO ati itt ty ct iti | ployment as an engine for o xcs AND GOAIS OF ACooPeRATIVE is nd services te ments erable tem tt "Mod cone, savings Invest, predic aed rage ‘Sevand prone among themves ata Serna aetvugheesinom slstonstecmamicshan neces Sanne 1 Tia epmam scan esonomic henson "Iain fice yet dong things ina coon eve \ Rosie sopetve paces and he Iles in ese and yon Ale owe insame a te ership in the wealth ofthe nation; and * Geparte with the government, other cooperatives and people-oriented “ttsations to further the attainment of any ofthe foregoing objectives, ‘Datsavb Caracttits oF A Coorerarive res ta po Sed a sty stato covet | aes Privileged groups to inctease their VE 1. To encourage thrift and savin Pmcitatonanong ements | hires eee EE 2 Togenerte nds and extend cede to ihe ames epee Scag eee come te and be ed Provident purposes; amend its articles ‘cooperation in accordance wit rrovisions 3. Toencourage among members systematic production and matkeg Code Gs 7 = cate 4 Toprovide goods and services and other requirements tothe mest | Tago ‘bylaws not contrary to lave, morals or public policy, and to 5. Todevelop expertise and shils smong iw nentene + {opted repeal the same in acondance withcomertic Coe & Toacquite lands and provide housing benefits for the members moPithase, receive, take or cant, hold, convey, sell, lease, pled 7. Toinsure against ose ofthe membre 4] Be and other § al and personal propery To promote and advance the economic, social and educations "otherwise deal with such real and "snsaction the members; i ~ enon preps fhe eat as fhe sperne may ees coal aie sb tothe steep ye ad ion os a10. n, (CHARACTERISTICS SIMILAR TO A CORPORATION Note, however, that this is no longer a similarity since corpomi P™ generally, has perpetual existence under the Revised Corporation Cot oe? nIZATION AND. REGISTRATION Conn ro enter into division, merger oF cOns0IdaOn, ag yg, = oti on! i |§ FOR REGISTRATION icf in Cooperative Codes no] ganeTS FOR RE Fer ee pe end 9 crit ad 1 09 a ey CPT lcd Teva ens om fog dae og | gat fe beter eatons a 3 e donation fsa ans, eet, rants, donations orga, | SM ao the cans ie the stonamy ofthe cooperate, The Sah acm Shall provide necemary soja |, BS" ganement_ deserting the stucture which shall include written request upon wt 1 Se pera pares he roped cxprve ony eet forthe Tons cit an doy ou Se guna wocpactina naps Pn rosa here trown asthe Loal Government Co tte | gg oF COOPERATION fied with the Cooperative Development ne ely thos in theron of Franchises to esa, 2% | HC arty) which shall be signed by the organizers and fperate and maintain ferries, wharves, markets oF slaughierhane | ‘by them if natural persons, and by the chairpersons or TERS pc utes including accesso extension and ona | urdcal persons before a notary pul ‘eh Pi face rated tsi and ihery ace =| Tongans od eptt school accordance wilt Rea aay, S155 Governance of ase Eaton Act of 201 and js fowssand ockrcue such other powers ranted by Cooperative Code or to cay out ts purpose or purposes a ated In to heey coopetion vot aaah coperatv which hllndde the word cooperate + Te pure of purposes and scope of business or which he cooperative inte registered «Tite existence ofthe cooperative {Ream of operation and the postal addresses ofits principal office; {renames nationality, andthe postal addresses ofthe registrants | tecommon bond of membership; {Tels of names of the ditectors who shall manage the cooperative; and {the amount of its share capital, the names and residences of its ‘etibutors and a statement of whether the cooper scondary or textiary ive duly registered shall have limited iy ‘Separate personality: A cooperative canbe likened toa corporation ‘a personality separate and distinc rom its owner-members. Repel ‘Asiapro, GR 172101, November 23, 2007) ‘Tem: fora petiod not exceeding 50 years from the date of mgs may be extended for periods not exceeding 50 years, but no extensions bbe made earlier than 5 years prior tothe original or subsequent =) date/dates unless there are justifiable reasons. ve is primary, UWS: Each cooperative to be registered under this Code shall adopt ios nconsstent with the provisions of Cooperative Code. The bylaws ‘a fed at the same ime asthe articles of cooperation ‘e qualifications for admission to membership and the payment to be ‘de of interest to be acquired asa condition for the exercise of the right tisiembership; 1 Retehts and liabilities of membership; ‘hestumstances under which memberships acquited, maintained and 407 =saree 00 a ‘or working in the intr i vai king inthe intended area of operation, yen 4 The procedure to be followed in eases of ermination of mente the transfer of a share or ' Feros under which interes rospective member of 9 primary « Sea peas % hat @ PF HY cooperative must have = mente eda tine plant nf eme Membes Eton Sninar ue, tet conducting meetings, GUOFUM fequirem calling, convening, conducting meetings, ‘quirement, yet snssvscrilton: 25% of authorized share capital = ee 3 7 MEAN duct ofthe afeisof the cooperative, indy ure Capital: Under CDA MC 201-05, this requirement shal apply owes and duties of the general assembly, the board of act & | nshae capital only. Pomme and” the offices, and thei qualiiage™™ |" ‘iquaifations: zd share capital be provided in the bylaws, shall not exceed 8. The manner in which the capital, may be raised and the purpog, which it ean be utilized; fe 9, The mode of custody and of investment of net surplus; 10, The accounting and auditing systems; 11. The manner of loaning and borrowing including the limitations then 12. The method of distribution of net surplus; 13. The manner of adopting, amending, repealing and abrogatng byl 14. A conciliation or mediation mechanism for the amicable setiemen disputes among members, directors, officers and committee mente the cooperative; and 15. Other matters incident tothe purposes and activities ofthe coopentie a edad ar apial ol te ooeae we eee, le rb he corm and pred ae geek sine pip share capital: 25% ofthe ol sbi ut ot ron ples tabparpccapeeaa sies asaataee Sea or maedty iu fabenrieei tase aii setion2? of CDA NCIS) ‘CDA shall periodically assess the required paid-up share capital and may ‘mae it every 5 years when necessary upon consultation with the ‘peatve sector and NEDA. Economie survey: Every group of individuals or cooperatives intend form a cooperative shall submit to the CDA a general statement det among other the structure and purposes of the proposed coop provided, that the structure and actual staffing pattern ofthe cope shall include a bookkeeper; provided further, that they shall not be ale tooperate without the necessary personnel and shall also submitan es survey, indicating therein: 1. Areaof operation; 2. Size of membership; and ‘3. Other pertinent data ina format provided by the CDA. (Art 1) ‘seenion to Multi-Purpose Cooperative: Any newly organized primary Sxptave may be registered as multi-purpose cooperative only after awe withthe minimum requirement for mul-purpose cooperatives ‘Sheset by the CDA. a ta ‘ ‘Ste psTe% cooperative may tsar into a mupurpose may ‘idiaries only after a least 2 years of operations. t mentite lof CDA MC 215.07, excep for agit cooperatives and Somaya cOOPEratves ony those operatives witha minimum pai "Ser may 2000.00 or as required in the feasibility study, whichever is 9 esllowed to transform into a muli-purpose cooperative Organizing 2 primary cooperative: would require 15 or mote 4 persons who are: 1. Filipino citizens; 2. Of legal age; 3. Having a common bond of interest; and ‘in ‘Seopa et Petsonality; Registration: A cooperative formed and organized ser oben Code acquires juridical personality from the date the ‘certificate of registration under its official seal. hes 410Chen, Minimum number of ; istration: All applications ¢ members ‘up capital Arevalo appliaions for reitation’ I pptistions fy a ‘shall be finally disposed of by the Authority within a period of s ‘yg 10 prim: res from he fling hese plato deemed appong Ay ‘cause ofthe delay is attributable to the applicant. e Categories: . a denial of the applicati et Appeal in case of denial: in case ofa de re application foray, YW ‘encom Of Pst ——] Minimum numberof Minimum paid-up capfar from receipt of notice of such denial. aaa \gaaion | 10 secondary 75,000,000 or feasibility stad Far of tO ofthe Preset ta on the opel within ang | (OH | OU reauiement any ay days fom he ling here shall mean approval of sd pple 8 ay TS secondary Not applicable Taleo Coopentive Name (Atle VI Seton 30fCDANCansq, | = _ | aondey 1 Reged: The ward “Cooperate Kooper’, ee "Ger shall be included in the name of the cooperative, rane likewise specify the type of cooperative. 2. Discouraged: The use of the words “development” and “integrated be discouraged. 3. Notallowed: % Cooperative name that is identieal of deceptively o cor, similar to that of any existing cooperative, contrary to puiep, morals, and existing laws, Use of “Incorporated”, “Corporation”, “Company”, “Incorpo, “Partnership”, or other similar connotation and abbreviatin © Use of the “Federation” and “Union” in the name of the pret Primary cooperative is prohibited except if itis part of the rege! name of association or institution where the members c Proposed cooperative come from, 4. Writein ep ters exept isan acronym Ans ‘be written after the full name of cooperative. iitnation Fee: to be paid by the proposed federation eof the authorized share capital or the amount, stuf fees, whichever is higher. shall be 1/10 (or 10%) Prescribed in the CDA este of registration: A certificate of registration issued by the CDA ‘its official seal shall be conclusive evidence that the cooperative fenmentioned is duly registered unless itis proved thatthe registration ‘ert has been cancelled. ‘Eejnent of articles of cooperation and by-aws:can only be made by 2 Sasi members with voting rights without prejudice tothe right of Sting members to exercise ther right to withdraw their membership Dvision ON Sra ic Tpringregee rimmed mental a fom Registration of Secondary and Tertiary Cooperatives (Section KA J Roveg MC 2015.0 ea eratives: Any registered cooperative may, by a resolution 12 2 Yo of three-fourths (34) of all the members sth voting Clore ed constituting a quorum, resolve todivide itself into the two Peron ga quorum, ratives, Ben Med Provide SUR division shal be presribed inthe regulations ofthe "ovided, That all the requirements have been complied with by the ‘The minimum number of members and a imum paid-up share oF the Secondary Category: an a2iat no division of wae sex enentn ti te, j a elt = cooperative refers Primary cooperative which or whose ese Catalase Ih nny a pas ae ‘ro ye living organism for productive and economic sgindane tans ascent Fn sre soo conc MERGER AND CONSOLIDATION ‘wo @)ormare cooperatives may merge intoa single coopera, al eer be oe ofthe constituent cooperatives or the gq vat ig Cooperative is one organized cooperative ; an Reform COOP! ‘organized by marginal farmers 2 No merger or consldatin shal be valid unless approved iy gg, ] APE, which are agrarian tefonm benefcais forthe purpose of fear G4) vot of al the members with voting righ jy ao propriate system of land tenure land development land ren | 2 SoSttnes aon ent te cote nenn e = Caopntve os of ay papas TO {urea sembly meetings. The dissenting members shall eet {Descrco thi igt to withdrve thei membership. eh ose distribute commodities to members and non-members; 3. In any case the merger oF consolidation shall be effective u issuance ofthe certificate of merger oF consolidation by the Ca, yeeting Cooperative is one which engages inthe supply of production astomembers and matksts their products; ‘TYPES OF COOPERATIVES ne With descriptive definitions: 1. Advocacy Cooperative isa primary cooperative which promot et advocates coopeatviam among its members and the puble tog, sodlly oriented prjects, education and traning, reseich st communication, and other simular activities to reach out itis beneficiaries: 2. Dairy Cooperative is one whose members are engaged in he prodase of fresh milk which may be processed and/or marketed 8 ét products 3. Fishermen Cooperative i one organized by marginalized fisher? J tnducers Cooperative is one that undertakes joint production whether gcd or industrial It is formed and operated by its members to ‘zie the production and processing of raw materials or goods gated by its members into finished o processed products forsale by |Svcnprative tits members and non-members, Any end product or its {crave arising from the raw materials produced by its members, sold ‘be name and for the account of the cooperative, shall be deemed a ‘Epiucof the cooperative and itsmembers; © localities whose products are marketed either as fresh or Space| fer Tens products (GrrentiveBank [A wide range of | Cooperatives and 4. Multipurpose Cooperative is one which combines two hormaee® | = financial services | their members busines activites ofthese different types of cooperatives; iGooperative | Savings and lending | Its members 5. Workers Cooperative is one organized by workers, including ms employed, who are at same time the members and ovTe' enterprise. Its principal punpos isto provide employment ad opportunities to its members and. manage it in 2c cooperative principle (ihe “Serves | Savings credit” and | None specified in the a4 a3Tia one which engages Medea and Rega of providing medical dental and other health services; Housing Cooperative is one organized to assist or provide, housing forthe benefit of ts regular members who actively paigp inthe savings program for housing, It is co-owned and conte its members; Insurance Cooperative is one engaged inthe business of insuring and property of cooperatives and their members; Transport Cooperative is one which includes land and wy, transportation, limited to small vessels as defined or classified unis the Philippine maritime laws, organized under the provision fs Code: (2) to (8) above are already included in the definition of a sin cooperative, Education Cooperative is one organized for the primary pupae! owning and operating licensed educational _insttuies) notwithstanding the provisions of Republic Act No. 9155, otersie known as the Governance of Basic Education Act of 2001; Water Service Cooperative is one organized to own, open =! ‘manage waters systems forthe provision and distribution of pti ‘water for its members and their households; 6 The list not exclusive since under Article 23(1Ku) of RA 9520, COA determine ober types of eooperative. a5 - )PERATIVES: ‘Service Cooperatv jasuranee, housing, labor, lect aie Seuss npr insane hwsing br cg) | Ant Te member of Which ar natu penan exept ce over communiaton, professional 1 rina, water service cooperative and other cooperatives which aa cerca end tty may or Sri ome organize for the pra way = The Members of which ae primates and eee Cooperative fe oe a tae 4 |b Spe members of which ar setondary cooperatives and nderaing powergeesations Wet Tone ey gaa Pc Tt portives can either be a ining YE nouctoldmenbee al [NERS hich hal ree to cooperative the members of which are set elon or dstibton ti bers 2 Non rte ls one organized fr the pin 2 Ulan operatives andlor federations oganned perry te 2 Health Series Comper ene alt cnrvicns 7 Pere| | SESE interest and welaeof all types of cooperative atthe sty regina ed tinal evel Fare wich eles toncooprtie he enbers of wich ae ese patve doing the ann of bates etary cooperates shale caged scerigo ares ‘eo whch may OF may nol conclu 4 eons ofthe out 4 sovines ofa Federation of Cooperatives: [Ptpeay on any cooperative enterprise authorized under Article 6 that teoplements augments, of supplements but does not conflict, complote ‘i nor supplant the business or economic activities ofits members 2 To amy of, encourage, and assist educational and advisory work ting its member cooperatives; 1 To ender services designed to encourage simplicity, efficiency, and «coomy in the conduct of the business of its member cooperatives and ‘fat the implementation oftheir bookkeeping, accounting, and ste systems and procedures, « Tprint publish, and circulate any newspaper or other publication in the tof its member cooperatives and enterprises { Teettinatand facilitate the activites ofits member cooperatives seterinlojoint ventures with national or international cooperatives of ee GGunties in the manufacture and sale of products and/or services Philippines and abroad; and such other functions as may be necessary 10 attain its ts tion of. ratives may be registered by carving ou the formalities tation ae eratves may be registered by carrying it Fa cooperative, 416Cope, ny, ote and advocate Filipino socal and cultural value, financial \ ‘ee ecological awareness and sustainable development aves may organize a federation according ty Registered cooperatives may orgat cooperatives. ve business activity engaged in by the cooperat me ot Oe ee ao erative shall be affiiatea i ed with a duly registered 1 ore tobe known asthe Guardian Caopery 20, 6 Frratory cooperative Primarily composed of students from a 3 Al echool may affiliate with the school's ‘cooperative, if any, or i cooperative ofits choice within ts area of operation, oratory cooperative is composed primary af outo-choal 2 Hit sll be affliated with a cooperative of ts own cana seen mares its area of operation, ive Unions Registered coopertives and. federay, Cooperative Unions: Registered, cooperatives and ins y appropriate level ay organize orn cooperative ions ea interest and welfare of all types of cooperatives a the provingg “tt rs sy 9 poses ; [ores member options 2 To neque analyze, and disseminate, economic, saiticy information retin to ts members and to al types of tvtints area of operation; 3. To sponsor studies in the economic, legal, financial, pose of cooperation and publish the rewults heen 4 Topromotthe knowlege of cooperative principles and pray 5 Toddevlop the operate movementin ter pete ee, 6 To dvie the appropente aus on all qusion nan cooperatives 7. Torrase funds though membership fe, dues and contaig donations and sbsiies from local and foreign sources wat ak or goverment and 8. ‘Todo and perform suchothernon-busnes activites as mayen to attain the forgoing objectives ond ope, S0cil and ey | spe Seton 11 of CDA MC 2015-03): It shall include int name the words eatory Cooperative of (Name of Guardian Cooperative” Arplabe Rare of eistration ised to a aberaory cooperative does not fot upon laboratory cooperative aj pesorcey + Ted ofthe Guardian Cooperative shall eatin terevocation Ae Cetin of Recognition. 1 ite Gurdlan Cooperative that shall be Mable fr any violation een inthe operation ofthe laboratory cooperstive, \ oy member who reaches the age of majoty has option t join the Gain Cooperative by signifying hisher inteion to boone a ‘eater upon compliance witha the requirements for membership * A Guardian Cooperative may supervise more than one laboratory ‘woperaive. Cooperative unions may assist the national and local governments ine latter's development activities in their respective jurisdictions, LABORATORY COOPERATIVE A cooperative organized by minors shall be considered a Ibu) ‘cooperative and must be affiliated with a registered cooperative {Sia Teination of Membership (Section 160 CDA MC 2015-23) on reaching the age i ‘of majority (18 years of age) and Coperagye nes #8 may be provided for in the by-laws ofthe Guardian ‘© and in the Manual of Operations for the Laboratory Purposes (Section 7 of CDA MC 2015.03): 1 Peative ‘To serve as a training ground fo membership in regular cooperatives; as 2 Toteach the valusof tit and saving mobilization amongis 3. To instill cooperative values, principles, financial discipline ‘skills, and leadership sis among its members; oF 6 ts members to prepare Hh 417 a8Cooma, MEMBERSHIP. Kinds of Membership 1. A regular member is one who has complied with all the my ney roements and entitled 1 allthe rights and privileges of me 2 inawodatememberisone who hes night fo vote marke ey arabe noses and pgs eters provide = Requisites fo bea regular member: ‘a, Meets the minimum requirements of regular membershi . Continues to patronize the cooperative for two (2) years end signifies hisMher intention to remain a member, Rules on Government Officers and Employees: 1. Any officer or employe of the CDA shall be disqualified toe dang or appointed to any position in a cooperative: Provided, ha Aisquaifiation doesnot extend to cooperative organized by hevke, oremployees ofthe CDA. 2. All elective officials ofthe Government shall be ineligible tobe officers and directors of cooperatives: Provided, Tat te Aisqualification does not extend to a party lst representative ig officer ofa cooperative he or she represents; and 3. Any government employee or official may, inthe discharge ohisds ‘asa memberin the cooperative, be allowed by the end of office cree to use official time for attendance at the general assembly, boaté 3 ‘committee meetings of cooperatives as well as coopezative seis conferences, workshops, technical meetings, and taining courses or abroad: Provided, That the operations ofthe office concered a= adversely affected ‘TERMINATION oF MEMBERSHIP 1. Withdrawal fora valid reason and giving ofa sixty (0) day 0" board of directors ote cit ‘Subject to the by-laws of the cooperative, the withdrawing Lett wa be entitled to a refund of his share capital contribution 34 yp interests in the cooperative: Provided, That such fund shall 10 19 eto yan for termination: 1 WEE enth or insanity of member ina primary cooperative einen oF itlatonots meee senting Terstive lat Boe of bth eh A Lat sorte ymember of» cooperative the notin se em se arabs fe og eet (aSig ie ceopentes ey tS eae se fall the members of he bd of nce’ oe Tamer er rar fan 2a rainy OF a hone pee fr nmr peel fea seer eae Emin by the bond af aoe b Wor meter bad outa iC" ek 6 aiaton «Mame mabey halal Alta eb areas stactopentie 4 fernyedor onsen injsou or jail wth intrestethe welac oft cooper A member whose membership the board of directors may wish to ‘emnate shall be (1 informed of such intended action in writing and {stllbe given an opportunity to be heard before the sald board makes 'sdecision (8) The decision ofthe board shall bein writing and shall be {mmunicated in person or by egistered mal to said member and shall {_PReaable within thirty G0) days from receipt thereof tothe general “sembly whose decision shall be final. ‘Me penetal assembly may create an appeal and grievance committee ‘temenbes shall eve fra prod of ne (yar andl ede “Wealson membership termination. Teco mittee i pt thereof to decide on Ue apres given thirty (30) days from receipt ‘eal. Failure to decide within the prescribed period, the appeal is 20pri “roa Ho scessar foe ings whenever RECESSAY, special favor of the member. Pending a dey deemed approved in ison wt red at ay tine, ty eal esting of the. general ‘fener assy, the membership remains in Force Sy, | co hy be called at any time by a majority vote ot the pene ‘poll Po provided fr inthe by aw. A notice in wring state eee ‘in accordan« 18 OF to the meeting to all members ae a sae Refund offers: Al sums computed in accordance With he pir iS who ate ened tote Sperative toa ormer member shal be Sem ft" : be due from 2 member whose membership has been terminated ig 8 ofcalling a special meeting: cooperative or by the approved transferee, asthe case may be 8 owv@Far meeting shall be called by the board of decors after 1 ASF e with the required notice within 1 month af te seguir notice er receipt of a 2 writing, fom at Teast ten per centum sy of aio rs who ae eniled fo vole to rama specie buinse ovat Siva «Toad fit calla regular oF @ seca meting within he geen 2 ita, the Authority, upon petition of ten per centum (10%) ofall the ters the cooperative who ae entitled to vote, and for pod ene we ahll issue an order tothe petitioners directing thes to cag ing of the general assembly by giving proper notice as require by Srcaie or inthe by-laws « nbeaseof a newly approved cooperative, a special general asembly Sule called, as fa as practicable, within ninety (00) days from such ‘ron (Tr Aathorty may calla special meeting of the cooperative forthe ‘spose of reporting to the members te result of any examination or ‘hc investgation ofthe cooperative afar, NERAL ASSES ne The General Aserly est the ell membership of he cong nbd forte purpose fering the Highs and perce ‘bligations pertaining to cooperatives and is considered the highes ut taking body ofthe cooperative , Composition: all members who are entitled to vote under the aig cooperation and by-laws. Delegation of powers of the GA: only for purposes of prompt and inigan decision-making, the general assembly may by a three-fourths (4) meg all its members with voting rights, present and constituting a quan, delegate some of its powers to a smaller body of the cooperative tee ‘powers shall be enumerated under the by-laws of the cooperative. Exclusive powers which cannot be delegated: 1. Todetermine and approve amendments to the articles of cooperation! bylaws; 2. Toclect or appoint the members of the board of directors, and torena® them for cause. However, in the case of the registered eet cooperatives, election of the members of the board shall be bed ® accordance with its bylaws or election guidelines of such ast® cooperative; and 3. Toapprove developmental plans of the cooperative. lie: may be done in writing, by posting or publication or through ‘conic means. Note, however, that notice of any meeting may be waived, "realy or impliedly, by any member. ‘won Consist of at Least 25% of all the members entitled to vote. Se C wre banks: M4 plus 1 (EXCEPT: to amend the Articles and the By- hich wil require % [At 98) « cooperatives: 5% of all members entitled to vote, unless the by- Provide otherwise MEETINGS - 6 ‘Regular meeting: shall be held annwally on a date fixed inthe by aw not fixed, any date within 90 days after the close of each fiscal yee" Ire Seq BATION: ABC Transpon’ Cooperative has 20 members. Four of {egg ’®-Cand D who holds 10% share capt each. The other 60% 421is there a quorum? ANSWER: None. Since the cooperative ‘membership, then there is no quorum. Vorine System Each member of a primary cooperatives In case of members of secondary or terta basic vote and as many incentive votes a toexceed 5 votes. Delegates: the votes cast by the delegates ‘members thereof, Voting by proxy may be allowed by the b Primary cooperative. ‘SUMMARY OF VOTING REQUIREMENTS: Told 375% each. Ina mevting, only A,B, Cand D are presen, 1 cooperative bank or an electric cooperative, the requirement of at least 25% shall be applicable. rer Since A, B, C and D (4 members) represent only 20% (4/29 bass shall be the number of members and not theit respective, Comte co % is anspor coopera ay, « gen ot In determining eon Share cy ital all have only one vote, HY cooperatives, they shall, s Provided forin the bylasben, shall be deemed as voles sty laws of a cooperative othe ts ‘Cooperative Act Directors ‘Voting by Board of Voting by Members (Regular Members - Members with Voting Rights) Merger Consolidation Cooperatives or of ‘Not Required ofall members with voting rights present and constituting @ quorum 433 | Voting by Board of | Voting ty pce Direc | Member | PEE Regular | Appraisal Members | Right or Members with | Right to Voting Rights) | Withdraw sant of | Not Required ayy gy na; wae ie of members with nt Voting rights een of by | NotRequlved 93 af ar} Yo members with loa voting rights of [NotRequired —[% of al No yeines nto members with ee more voting rights, Cpetes Present and constituting a quorum ‘Wry % of all|No lesion of members. with sxpeatve where voting. rights, cass are not | board resolution | present and scl together with | constituting a ratification by | quorum | cian ‘ntary Majority of all [% of _all| No sin of | members (Filing of | members with Rive where | Formal Petition | voting rights, Sats are | with notice and | present and hearing) constituting a "opt of vacan See Ne le the icy | Not Allowed ‘Majority of all | No fa, Of members with sae vaciney voting right, Aigg taion present and tonstituting a - quorum Less Majority ofthe [Majority of af [No of | Remaining members wil 44| Voting by Board of 7] vane we ‘Votingby | Presence ‘operative At Voling by Board of [Voting by Members | op Compe Director Members (Regular | Apprasat (egutar Members | Rightor embers Members with | Right to embers with | eh Voting Righis) | withdcawr Voting igh) | yt jority of all | NotRequived i spot | Majority quired | No insofar | Decoy | voting “sigh, TA ag oP ek | Mot ‘not due t0| constitute a | present ant oo and constituting. a 7 vor constituting a Noose ration of term | quorum: % quorum (Gea removal ot quorum sag t0 | Majority of all | Not Required [No resignation) - em Seer | members present | Gut approval ‘lection of | Mapaiy ot all | Naeger te yy te end covattning a ot eer interest on share | members present "dead | cit Assembly is capital fand_ constituting a ssl ected ee quorum tiie the decision Determent of [Upon Approval by [No] peat regarding. the payment of interes | recommendation by | Majority of al a onsharecaptal — | Majority of all | members with Ree ray a bes promt | wai ees Tin of We [NorRequied Yo members pi 8 Pe powecnat members. with and consititing a | present and freien voting rights, yorum constituting a ss . a 2 be Board. of present an Deas constituting a Removal of a] Majority of all Ne sea member of | members ‘ion of [NotRequired __|% of —al| No cooperative for nia with self ei valid cause | lng directors, voting rights, Delegation of power | Majority of all | NotRequired [No | fies or executive resent and of board of directors | members ‘tee members fo an executive \eseccpenative Placing. an_ elected | Majority of — all | Not Required Sora” og cooperative officer | members Jetor ge voting rights, ander privet ere proce? oa suspension pending constituting a resolution by the quorum investigating an [Nov Rogue Gar[% of all[ No committee over his pon | eommendaony | ments ih removal tion of | the board _is | voting rights, 425 426z joardof Cooperative het | Voting by Board “ —_ wet eso the board of directors shal not hod any othe postion ‘ : eer ved inthe day-to-day operon es meee agement of the ee core gaged ina business similar to tha of ae ei 2 ANE ay nl of ints wth ee ek a ot wscaeny pir | pesos son ecto of sid cooperative Directors the voting for the | constituting facionasad removal) ation spent board and quorum requirement: BOARD OF DIRECTORS The decion snd management of he afi of the cooperate Sa vested na Board of Directors, unless the by-laws provide theres sr mming Inthe case of primary cooperatives regular meetings of the a iectors shall be held atleast once a month. tings ofthe board of duh caperson oF a majority of the members of the board: Provided, Sa wien notices of the meeting specifying the agenda of the spec seg shall given toll members ofthe boar atleast one (1) week rete Sui mean, Composition: ot les than 5 but not more than 15 lected by he assembly. a ‘Term: 2 years (maximum term allowed as per CDA MC 2012-20) Powers: (A majority ofthe members ofthe Board shall constitute a quorum 1. Strategic planning; Ineconduct of business, unless the bylaws provide otherwise 2 Diection-setting; and ‘tion om proses: Director St 3. Policy formulation ” F5 cannot attend or vote by proxy at board, " eatngs. Directors: Any member of a cooperative who under the bylaws of ts ‘cooperative, has the right o vote and who possesses all the qualia! | “28S ‘one of the disqualifications provided in the laws or bylaws shall belie one the ‘Who will fill-up the vacancy for election as director. a tug" Of the | General Assembly, ina general or spedal meeting Special rector for technical knowledge: The cooperative may, by 8 | Salled for the purpose of is board of diectors, admit as directors, or commitee ment | “tse: Those of Directors i ey a anaes GUO appointed by any financing institution from which the cooperate financial assistance solely to provide technical knowledge re *% ‘within its membership. Such director or committee member need fae rember of he copeaie and shall have no. powers $M responsibilities except to provide technical assistance as To cooperative. ay ‘rao Stprations, removals ae illeduponyby the stockholders in ‘eeting where the director was removed. ’ \ Theb tHE Cooperatives, 2nd ys of rectors shall elect fom among themselves the chairperson Soper PeTSON, and lect or appoint other officers of the = fom outside ofthe board in accordance with their by-laws, a7 7agore Co rh PnP aiden ate Fes than the ofc intason 2 Allottices shall serve during good behavior and shall not yg ‘except for cause after due heating 3. Lom of confidence shal not be 8 valid BrOUNG for remoyg, oddone by acs or omission causing 1088 f confence in re by land integrity of such officer. one 4. Notwo(@) or more persons with relationships up tothe thirg te forthe same yor sonal compensation other than per diems shall Teof existence of any cooperative. oss be pat during. pets 08 Se eeiny raiy o sal any eso engaeed gs Legation resumption of gn fpr dem ate «psd of Stalls te that ofthe cooperative nor Who in any other nae Son shall not be compounded. No recovery of perder during eel sf suspension shall be allowed, te + mspity vote of the members with voting rights ata regular or SBE geal assembly menting specifically called forthe purpose interests in conflict withthe cooperative shall serve as ay 88 ocr. ser ‘Commurrrees ec ce may be crested unde they and pct bond decors th uch owes and dts as may edu ueSation5of CDA MC 2013-17, the grant of compensation other than theby-laws orby a majority vot ofall the member ofthe board aden” ent the directors shall be made only afte the adoption ofa General scsi Resolution approving such compensation, ‘Those required tobe provided under the by-laws: 1. Audit GMPENSATION OF OFFICERS, COMMITTEE MEMBERS AND. 2. Election SPLOYEES: The compensation of officers of the cooperative aswell asthe 3. Mediation and conciliation eaters the committee as well as the members of the committees may be 4. Ethics ‘nthe by-laws. 5. Such other committes as may be necessary Uwasaeady fixed in the by-laws, the compensation ofall other employees Committees whose members ar elected by the GA: ‘ube determined by the board of directors. 1 Audit 2. Election OF Dinectors, OFFICER: -MBERS ‘mCoorenaTives, SOEALING DIRECTORS: A contract entered into by the cooperative eH) ormore ofits directors oda, at the option ofthe cooperative, {tae ftlowing conditions are present: sabe Bresence of such director in the board meeting wherein contract = {BPrOFed was not necessary to constitute a quorum for such Committees whose members are appointed by the boerd of directors: all ob ‘committees COMPENSATION OF DIRECTOR! General Rule: directors are not to receive any compensation Exceptions: beeting 1, If there is a provision in the by-laws fixing their compensation: Tethe ‘Yate of such director was not necessary for the approval of the 2, Reasonable per diems, exept ais fs 2 fin the preceding calendar year, the cooperative repo! the contrat is faizand seasonabe under the cumstances; and or 29 430oom be the opportunity to be aia w]e alte given the oppor oe ead proce ohne recta | li oud det may paw ets nce unde iva of alte members with voting eg | § "FS suspension Pending the resolution ofthe investigation ra ci vt ae hori gg | se a levine of gue ee cng Steomtnings aur names Oe puree nr pel removal tke pal see at ld ee een | SORT fear maybe Femored by ce fue) vote othe ot ah mening and a the om Tessonabe rag, | Me members present and constituting a quorum, ina regular oF a meng cll teen alle Be oh pry bh ad © oem th OFFICERS saat: The accountant or the Bookkeeper ofthe cooperative shall be ‘ewiMabie for the maintenance of the cooperative in accordance with wy acepted accounting practices. He shall lso be responsible for the ‘En of he same atthe time of audit oF inspection Where any ofthe fi absent, i the ease of old ts en revs authorized by he genera ase po DISLOYALTY OF A DIRECTOR ‘A recor who, by virtue of his office, acquires for himself an o ‘should belong tothe cooperative shall be Peary 1. Damages and 2. Must account for double the profits that otherwise would have san to the cooperative by refunding the same, lait Committee: The audit committee shall be responsible for the ‘etnsus and periodic review ofthe books and records of account to ensure fatthse are in accordance with generally accepted accounting practices. He ‘ul be responsible forthe production of the same at the time of audit or ‘aption. Except if his act has been ratified by a three-fourths (3A) vote ofall members with voting tights, present and constituting a quorum provision shall be applicable, notwithstanding the fact thatthe dcr his own funds in the venture OTHER MATTERS ON COOPERATIVES USE OF CONFIDENTIAL INFORMATION: A director or ofc ot associate of a director or officer, who, for his benefit or advantage cred ‘an associate, makes use of confidential information that, if general os sight reasonably be expected to adversely affect the operation and wh! (ofthe cooperative, shall be held: 1. Liable to compensate the cooperative for the dieet losses suffers) cooperative as result ofthe illegal use of information: and 2 Accountable to the cooperative for any direct beneit or st received or yet tobe recived by him or his associate, a a transaction Kame: ans §schcooperative shall maintain records of accounts such that the true and Eeicdition and the results of the operation ofthe cooperative may be tited therefrom at any time. The financial statements, audited 86 to generally accepted auditing standards, principles and practices, a ly accepted auditing standards princi sagt P¥blished annually and shall be kept posted ina conspicuous place cipal oie ofthe cooperative ration REMOVAL OF OFFICERS. s EmREieacaoprnve ay dapney way fbuming othe method lee destonre a stp 1. All complaints forthe removal of any elected officer shall efi struction any document, record or book pertaining to its the board of directors. 431 a21 Coehen faci and rofancl operations which re aleady more years ol i 1. As provided under the Tax Code; and os yw arto : ing ve provisions of ny IW or regulation othe contrary such ci gling WHE nomIMEMbery shal exoy the fling te ses with accumulated reserves and u ‘Tse eating to Wansactions which are the subject of «yy Ten million es (109000000 2 Tho lating rea ig | ts ey rv mana er by ae £701 actives, inlding those fn pursuance oftheir socio-civc ung! | Stenting taxes of thei importation of machineries, equipment and showing thee progres and achievements atthe end of every gue | SME rt used by them and which are not available locally a certified 2, The reports shal e made accessible tits members and qyyee™ | Repatmentof trade and industry (OT) All txteeimporttions Fat hantsed nll its members or record tea] ae er ror the beefical own here fe oe ne 3. These reports shall be fled with the CDA within one hundred jg, | Za yerson until after five (5) years, otherwise, the cooperative and the To eae te the endef elec por, wey] arprion a esha colar tal ope teehee 4. Toluene guted wpe sel bt Be acount gg, | Te ordues ti ot posi py te Cong, eS haciendo noe ground forthe revocation of authority ofthe cooperative tgp | ay Ten lion pesos P10,000,000) shal pate follong aes Bich 5. The fitcal yea of every cooperative shall be the calendar yearegyg | Incme Tax ~ On the amount allocated for interest on capitals: ray be otherwise provided in the by-laws. Provided, That the same tax is not consequent imposed on interest 6 Ifa cooperative fails to make, publish and file the reports required bg, or fails to include therein any matter required, the CDA shall wise fifteen (15) days from the expiration of the prescribed period, send cooperative a writen notice, stating its non-compliance ani t ‘commensurate fines and penalties that will be imposed until sich or thatthe cooperative has complied with the requirements. ExeMPrion oF Coorens Duly registered cooperatives which do not transact any busines ‘non-members or the general publi shall not be subject to any to fees imposed under the internal revenue laws and other taxis Cooperatives transacting business with both members and members shall not be subjected to tax on their transits smembers. In elation to ths, the transactions of member 8 cooperative shall not be subject to any taxes and fees inl limited to final taxes on members’ deposits and documentary 433 individually received by members: EXCEPT: That cooperatives, regardless of classification, are exept from income tax from dsteof eistration with the CDA; Value-Added Tax - On transactions with non-members: Provided, however, That cooperatives duly reistered with the Authority are ‘exempt from the payment of value-added tax subject to exemptions under Section 109 ofthe Tax Code. Allothe taxes unless otherwise provided herein (EXCEPT: 3% Other Percentage Tax under the TRAIN Lav); Donations to charitable, research and educational institutions and ‘investment to socioeconomic projets within the area of operation ithe cooperative may be tax deductible. Cooperatives, regardless of the amount of accumulated reserves and {ised net savings shall be exempt from payment of local taxes and {S08 tansations with banks and insurance companies: Provided, «allsles or services rendered for non-members shal be subject othe rlcle percentage taxes sales made by produces, marketing or "cooperatives. rmComp a lable notaries public the : nares wheherearenoaeaslenetares Pub ejay, hisex offi capacity as notary public ai te eect tremmrmonng nat wep taf open od ay from cooperates not exceding, Five Hundred "Thos 0) Sry egiter of eds hl 5 MEAN fe fda nstrument relative to aloan made under the Code which dogo % ‘etn ty Ton nO oregon pe sare by te cooperative oe any paper drovinteeomnecton with any action brought by the cooper nyo jg edd in vr oa ttm ge iCue es ascee ehs perfomance this dus and ciation 3. Gooperates hall beexempt fom the payment fl out andy, is patie Phlpne Goverment for and incon acon rough under RA 382, oF where such action wap {CDA befor the out to enforce the payment of ebgaton in favor ofthe cooperative. 4. ‘Allcoperatves tll be exempt rom puting up a bond fr bigs ‘appeal agaist the decision of an inferior court of for seeking oo {ny thirdparty dim Provide, Thao certifeation of hea eay thatthe net assets ofthe cooperative ae in excess of the smear bond required by the court in similar cases shall be Seceped yet asa suicent bond 5. Any security issued by cooperatives shall be exempt fom he of the Secures Act provide such security shall nt be specs IVILEGES OF C VE Cooperatives registered, notwithstanding the provisions of any lav contrary, be also accorded the following privileges: 1. Cooperatives shall enjoy the privilege of depositing their ss! boxes or containers documents or any valuable papers nth ‘municipal or city treasurers and other government offices fe and the custodian of such articles shall issue a receipt acknow kt articles received duly witnessed by another persons 495 arto ves organized amOM5 goverment Fe anding any 10 0 repUlation tothe conte, ay avilable space in their agency, whether oe a ment ves rendering special {pes of services and facies such as sage ie plant electricity transportation andar reac ey ise secre a franchise thor and sek eran ‘tier membership tall son qualified inte sore era Re PPP Copies a te ee Tae bay government institutions and agencies rice comand ther eaten indoter marine products, meat, eggs milk vegetables, obaccoana stan picaltral commodities produced by thei mente near othe cooperatives concerned; Exel eatment inthe allocation of fries inching seeds and {her agrcltural inputs and implements, and in vce dstbaton sel regard to cooperatives by the appropriate government agencies, Fadtefal and equitable treatment in the allocation of cent of tutonves of commercial shipping vessels in connection wi the ‘hpment of goods and products of cooperatives, employees, shall enjoy the free ned or rented by 1 Goperatives and their federations, such as farm and fishery producers and suppliers, market vendors and such other cooperatives, which have fe thee primary purpose the production and/or the marketing of oduct from agriculture, fisheries and small entrepreneurial industries tnd federations thereof, shall ave preferential rights inthe management ‘ipsbliemarkets andor lease of public market facilites, stalls or spaces: Frovided, That these rights shall only be utilized exclusively by ‘cperaives: Provided, further, That no cooperative forming a joint Teste, partnership of any other similar arrangement with a non- ‘cepetative entity can utilize these rights; Seteatives engaged in credit services andlor federations shall be cnagdt© loans credit lines, rediscountng oftheir loan notes, and other {EM Papers with the Development Bank of the Philippines, the Land enol the Philippines and other financial instititions excep the Bangko ‘Scttalng Pilipinas (BSP), Frllppine Deposit Insurance Corporation (PDIC) and other int agencies, government-owned and controled corporations snetnment financial institutions shall provide technical assistance ed national federations and unions of cooperatives which have engagement in savings and credit operations in order for these 436