Reviewer in Cooperative
Reviewer in Cooperative
Reviewer in Cooperative
Purposes of Cooperatives
A cooperative may be organized and registered for any or all of the following purposes:
(1) To encourage thrift and savings mobilization among the members;
(2) To generate funds and extend credit to the members for productive and provident purposes;
(3) To encourage among members systematic production and marketing;
(4) To provide goods and services and other requirements to the members;
(5) To develop expertise and skills among its members;
(6) To acquire lands and provide housing benefits for the members;
(7) To insure against losses of the members;
(8) To promote and advance the economic, social and educational status of the members;
(9) To establish, own, lease or operate cooperative banks, cooperative wholesale and retail complexes, insurance and
agricultural/industrial processing enterprises, and public markets;
(10) To coordinate and facilitate the activities of cooperatives;
(11) To advocate for the cause of the cooperative movements;
(12) To ensure the viability of cooperatives through the utilization of new technologies;
(13) To encourage and promote self-help or self-employment as an engine for economic growth and poverty alleviation; and
(14) To undertake any and all other activities for the effective and efficient implementation of the provisions of RA 9520.
A cooperative registered under RA9520 shall have the following powers, rights and capacities:
(1) To the exclusive use of its registered name, to sue and be sued;
(2) Of succession;
(3) To amend its articles of cooperation in accordance with the provisions of RA9520;
(4) To adopt bylaws not contrary to law, morals or public policy, and to amend and repeal the
same in accordance with this RA9520;
(5) To purchase, receive, take or grant, hold, convey, sell, lease, pledge, mortgage, and otherwise
deal with such real and personal property
(6) To enter into division, merger or consolidation, as provided in RA9520;
(7) To form subsidiary cooperatives and join federations or unions, as provided in RA9520;
(8) To avail of loans, be entitled to credit and to accept and receive grants, donations and assistance from foreign and domestic
sources
(9) To avail of preferential rights granted to cooperatives under Republic Act No. 7160, otherwise known as the Local
Government Code, and other laws, particularly those in the grant of franchises to establish, construct, operate and maintain
ferries, wharves, markets or slaughterhouses and to lease public utilities
(10) To organize and operate schools in accordance with Republic Act No. 9155, Governance of Basic Education Act of 2001
and other pertinent laws; and
(11) To exercise such other powers granted by RA9520 or necessary to carry out its purpose or purposes as stated in its Articles
of cooperation.
Kinds of Membership.
• A regular member is one who has complied with all the membership requirements and entitled to all the rights and
privileges of membership.
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• An associate member is one who has no right to vote nor be voted upon and shall be entitled only to such rights and
privileges as the bylaws may provide: Provided, That an associate who meets the minimum requirements of regular
membership, continues to patronize the cooperative for two (2) years, and signifies his/her intention to remain a
member shall be considered a regular member.
• A cooperative organized by minors shall be considered a laboratory cooperative and must be affiliated with a
registered cooperative.
• A laboratory cooperative shall be governed by special guidelines to be promulgated by the Authority.
Application.
• An applicant for membership shall be deemed a member after approval of his membership by the board of directors
and shall exercise the rights of member after having made such payments to the cooperative in respect to
membership or acquired interest in the cooperative as may be prescribed in the bylaws.
• In case membership is refused or denied by the board of directors, an appeal may be made to the general assembly
and the latter’s decision shall be final.
• For this purpose, the general assembly may opt to create an appeal and grievance committee, the members of which
shall serve for a period of one (1) year and shall decide appeals on membership application within thirty (30) days
upon receipt thereof. If the committee fails to decide within the prescribed period, the appeal is deemed approved in
favor of the applicant.
Liability of Members. A member shall be liable for the debts of the cooperative to the extent of
his contribution to the share capital of the cooperative.
Termination of Membership.
(1) A member of a cooperative may, for any valid reason, withdraw his membership from the cooperative by giving a sixty (60)
day notice to the board of directors. Subject to the bylaws of the cooperative, the withdrawing member shall be entitled to a
refund of his share capital contribution and all other interests in the cooperative:
(2) The death or insanity of a member in a primary cooperative, and the insolvency or dissolution of a member in a secondary
or tertiary cooperative may be considered valid grounds for termination of membership:
(3) Membership in the cooperative may be terminated by a vote of the majority of all the members of the board of directors for
any of the following causes:
(a) When a member has not patronized any of the services of the cooperative for an unreasonable period of time as may be
previously determined by the board of directors;
(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
(d) For any act or omission injurious or prejudicial to the interest or the welfare of the cooperative.
• A member whose membership the board of directors may wish to terminate shall be informed of such intended action
in writing and shall be given an opportunity to be heard before the said board makes its decision.
• The decision of the board shall be in writing and shall be communicated in person or by registered mail to said
member and shall be appealable within thirty (30) days from receipt thereof to the general assembly whose decision
shall be final.
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• The general assembly may create an appeal and grievance committee whose members shall serve for a period of one
(1) year and shall decide appeals on membership termination.
• The committee is given thirty (30) days from receipt thereof to decide on the appeal. Failure to decide within the
prescribed period, the appeal is deemed approved in favor of the member. Pending a decision by the general assembly,
the membership remains in force.
Refund of Interests. All sums computed in accordance with the bylaws to be due from a cooperative to a former member shall
be paid to him either by the cooperative or by the approved transferee, as the case may be, in accordance with RA9520.
ART. 32 Composition of the General Assembly. The general assembly shall be composed of such members who are entitled
to vote under the articles of cooperation and bylaws of the cooperative.
ART. 33 Powers of the General Assembly. The general assembly shall be the highest policy-making body of the cooperative
and shall exercise such powers as are stated in this Code, in the articles of cooperation and in the bylaws of the cooperative.
The general assembly shall have the following exclusive powers which cannot be delegate:
(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.
However, in the case of the electric cooperatives registered under this Code, election of the members of the board shall be
held in accordance with its bylaws or election guideline of such electric cooperative; and
(3) To approve developmental plans of the cooperative.
• Subject to such other provisions of this Code and only for purposes of prompt and intelligent decision-making, the
general assembly may be a three-fourths (3/4) 75% vote of all its members with voting rights,
ART. 34 Meetings.
(1) A regular meeting shall be held annually by the general assembly on a date fixed in the bylaws, or if not so fixed, on any
dated within ninety (90) days after the close of each fiscal year: Provided, That notice of regular meetings shall be sent in
writing, by posting or publication, or through other electronic means
(2) a special meeting of the general assembly may be called at any time by a majority vote of the board of directors or as
provided for in the bylaws: Provided, That a notice in writing shall be sent one (1) week prior to the meeting to all members who
are entitled to vote.
• However, a special meeting shall be called by the board of directors after compliance with the required notice within
from at least ten per centum (10%) of the total members who are entitled to vote to transact specific business
covered by the call.
• If the board fails to call a regular or a special meeting within the given period, the Authority, upon petition of ten per
centum (10%) of all the members of the cooperative who are entitled to vote, and for good cause shown, shall issue
an order to the petitioners directing them to call a meeting of the general assembly by giving proper notice as required
in this Code or in the bylaws;
(3) In the case of a newly approved cooperative, a special general assembly shall be called, as
far as practicable, within ninety (90) days from such approval;
(4) The Authority may call a special meeting of the cooperative for the purpose of reporting to
the members the result of any examination or other investigation of the cooperative affairs; and
(5) Notice of any meeting may be waived, expressly or impliedly, by any member.
ART. 35 Quorum.
• A quorum shall consist of at least twenty-five per centum (25%) of all the members entitled to vote.
• In the case of cooperative banks, the quorum shall be as provided in Article 99 of this Code.
• In the case of electric cooperatives registered under this Code, a quorum, unless otherwise provided in the bylaws,
shall consist of five per centum (5%) of all the members entitled to vote.
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• Each member of a primary cooperative shall have only one (1) vote.
• In the case of members of secondary or tertiary cooperatives, they shall have one (1) basic vote and as many incentive
votes as provided for in the bylaws but not exceed five (5) votes.
• However, the bylaws of a cooperative other than a primary may provide for voting by proxy. Voting by proxy means
allowing a delegate of a cooperative to represent or vote in behalf of another delegate of the same cooperative.
ART. 39 Directors.
(1) Any member of a cooperative who under the bylaws of the cooperative, has the right to vote and who possesses all the
qualifications and none of the disqualifications provided in the laws or bylaws shall be eligible for election as director.
(2) The cooperative may, by resolution of its board of directors, admit as directors, or committee member one appointed by any
financing institution from which the cooperative received financial assistance solely to provide technical knowledge not
available within its membership. Such director or committee member not be a member of the cooperative and shall have no
powers, rights, nor responsibilities except to provided technical assistance as required by the cooperative.
(3) The members of the board of directors shall not hold any other position directly involved in the day to day operation and
management of the cooperative.
(4) Any person engaged in a business similar to that of the cooperative or who in any way has a conflict of interest with it, is
disqualified from election as a director of said cooperative.
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ART. 43 Committees of Cooperatives.
(1) The bylaws may create an executive committee to be appointed by the board of directors with such powers and duties as
may be delegated to it in the bylaws or by a majority vote of all the members of the board of directors.
(2) The bylaws shall provide for the creation of an audit, election, mediation and conciliation, ethics, and such other
committees as may be necessary for the conduct of the affairs of the cooperative.
• The members of both the audit and election committee shall be elected by the general assembly and the rest shall
be appointed by the board.
• The audit committee shall be directly accountable and responsible to the general assembly. It shall have the power
and duty to continuously monitor the adequacy and effectiveness of the cooperative’s management control system
and audit the performance of the cooperative and its various responsibility centers.
ART. 44 Functions, Responsibilities and Training Requirements of Directors, Officers and Committee Members. The
functions and responsibilities of directors, officers and committee members, as well as their training requirements, shall be in
accordance with the rules and regulations issued by the Authority.
ART. 46 Compensation.
(1) the directors shall not receive any compensation except for reasonable per diems: Any compensation other than per diems
may be granted to directors by a majority vote of the members with voting rights at a regular or special general assembly
meeting specifically called for the purpose: Provided, That no additional compensation other than per diems shall be paid
during the first year of existence of any cooperative.
(2) The compensation of officers of the cooperative as well as the members of the committee as well as the members of the
committees created pursuant to this Code or its bylaws may be fixed in the bylaws.
(3) Unless already fixed in the bylaws, the compensation of all other employee shall be determined by the board of directors.
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ART. 49 Illegal Use of Confidential Information.
(1) A director or officer, or an associate of a director or officer, who, for his benefit or advantage or that of an associate,
makes use of confidential information that, if generally known, might reasonably be expected to adversely affect the operation
and viability of the cooperative, shall be held:
(a) Liable to compensate the cooperative for the direct losses
(b) Accountable to the cooperative for any direct benefit or advantage received or yet to be received by him or his associate
(2) The cooperative shall take the necessary steps to enforce the liabilities described in subsection (a)
ART. 50 Removal.
• All complaints for the removal of any elected officer shall be filed with the board of directors.
• An elective officer may be removed by three fourths (3/4) votes of the regular members present and constituting a
quorum, in a regular or special general assembly meeting called for the purpose.
ART. 53 Reports.
(1) Every cooperative shall draw up regular reports of its program of activities, including those in pursuance of their
socio-civic undertakings, showing their progress and achievements at the end of every fiscal year.
• The reports shall be made accessible to its members, and copies thereof shall be furnished to all its members or
record.
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• These reports shall be filed with the Authority within one hundred twenty (120) days from the end of the calendar
year.
• Failure to file the required reports shall subject the accountable officer/s to fines and penalties as may be prescribed
by the Authority, and shall be a ground for the revocation of authority of the cooperative to operate as such.
• The fiscal year of every cooperative shall be the calendar year except as may be otherwise provided in the bylaws.
(2) If a cooperative fails to make, publish and file the reports required herein, or fails to include therein any matter required by
the Code, the Authority shall, within fifteen (15) days from the expiration of the prescribed period, send such cooperative a
written notice, stating its non-compliance and the commensurate fines and penalties that will be imposed
ART. 54 Register of Members as Prima Facie Evidence. Any register or list of members shares kept by any registered
cooperative shall be prima facie evidence of the following particulars entered therein:
(1) The date on which the name of any person was entered in such register or list of member; and
(2) The date on which any such person ceased to be a member.
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• Deduction continues as long as debt or demand remains unpaid.
The term “employer” as used in this article shall include all private firms and the national and local governments and
government-owned or controlled corporations
• Employers are cooperative members.
• Agreement to carry out terms of instrument mentioned in paragraphs (1) and (2).
(4) The provisions of this article shall apply to all similar agreements referred to in paragraph (1) and were enforced prior to the
approval of this Code.
(5) Employer Responsibilities
• Mandatory despite existing laws.
• Private employers may deduct and remit actual and reasonable costs.
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(4) In areas where there are no available notaries public, the judge shall render service, free of charge, to any person or group of
persons requiring the administration of oath or the acknowledgment of articles of cooperation and instruments of loan from
cooperatives not exceeding Five Hundred Thousand Pesos(P500,000.00).
(5) Any register of deeds shall accept for registration, free of charge, any instrument relative to a loan made under this Code
which does not R.A. 9520 39 exceed Two Hundred Fifty Thousand Pesos (P250,000.00) or the deeds of title of any property
acquired by the cooperative
(6) Cooperatives shall be exempt from the payment of all court and sheriff’s fees payable to the Philippine
(7) All cooperatives shall be exempt from putting up a bond for bringing an appeal against the decision of an inferior court or for
seeking to set aside any third party claim.
(8) Any security issued by cooperatives shall be exempt from the provisions of the Securities Act provided such security shall
not be speculative.
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