By: Elena Grace Flores
Section 2. Qualification for Membership – The membership of this Cooperative is open to all natural persons, Filipino citizen, of legal age, with capacity to contract and, within the common bond and field of membership described as follows:
Residing or working in Casimiro Village Phase 3, their relatives and associates interested in Community Service!
Section 3. Requirements for Membership.
A member must have complied with the following requirements:
- Approved application for membership;
- Certificate of completion of the prescribed Pre-Membership Education Seminar (PMES) or willingness to complete within one year from membership approval date;
- Subscribed and paid the required minimum share capital and membership fee; and
BY-LAWS OF Casimiro Village Phase 3 Multipurpose Cooperative
KNOW ALL MEN BY THESE PRESENTS:
We, the undersigned Filipino citizens, all of legal age, and residents of the Philippines, representing at least majority of the members of this primary cooperative, do hereby adopt the following code of Bylaws.
Purpose(s) and Goals
The purpose(s) and goals of this Cooperative are those set forth in its Articles of Cooperation.
Section 1. Membership. This Cooperative shall have regular and associate members.
Section 4. Application for Membership. An applicant for membership shall file a duly accomplished form to the Board of Directors who shall act upon the application within seven (7) days from the date of filing. The Board of Directors shall devise a form for the purpose which shall, aside from the personal data of the applicant, include the duties of a member to participate in all programs including but not limited to capital build-up and savings mobilization of the Cooperative and, such other information as may be deemed necessary.
The application form for membership shall include an undertaking to uphold the By-laws, policies, guidelines, rules and regulations promulgated by the Board of Directors and the general assembly. No application for membership shall be given due course if not accompanied with a membership fee of Five Hundred Pesos (Php 500) which shall be refunded to the applicant in case of rejection.
- Having been absent for in three (3) consecutive meetings or in more than fifty percent (50%) of all meetings within the twelve (12) month period unless with valid excuse as approved by the board of directors;
- Being an official or employee of the Cooperative Development Authority, except in a cooperative organized among themselves;
- Having been convicted in administrative proceedings or civil/criminal suits involving financial and/or property accountability; and
- Having been disqualified by law.
Section 5. Election of Directors. The members of the Board of Directors shall be elected by secret ballot by members entitled to vote during the annual regular general assembly meeting or special general assembly meeting called for the purpose. Unless earlier removed for cause, or have resigned or become incapacitated, they shall hold office for a term of five (5) years or until their successors shall have been elected and qualified; Provided, that majority of the elected directors obtaining the highest number of votes during the first election after registration shall serve for two (2) years, and the remaining directors for one (1) year. Thereafter, all directors shall serve for a term of two (2) years. The term of the cooperating directors shall expire upon the election of their successors in the first regular general assembly after registration.
Section 6. Election of Officer within the Board. The Board of Directors shall convene within ten (10) days after the general assembly meeting to elect by secret ballot from among themselves the Chairperson and the Vice-Chairperson, and to elect or appoint the Secretary and Treasurer from outside of the Board.
For committees elected by the General Assembly and/or appointed by the BOD, procedural process of electing the Chairperson, Vice-Chairperson or other positions among themselves should be in accordance with the process mentioned above.
Section 7. Meeting of the Board of Directors. The regular meeting of the Board of Directors shall be held at least once a month. However, the Chairperson or majority of the directors may at any time call a special Board meeting to consider urgent matters. The call shall be addressed and delivered through the Secretary stating the date, time and place of such meeting and the matters to be considered. Notice of regular and special meetings of the Board of Directors, unless dispensed with, shall be served by the Secretary in writing or through electronic means to each director at least one week before such meeting.
Majority of the total number of directors constitutes a quorum to transact business. Any decision or action taken by the majority members of the Board of Directors in a meeting duly assembled shall be a valid cooperative act.
Section 8. Vacancies. Any vacancy occurring in the Board of Directors by reason of death, incapacity, removal or resignation may be filled-up by a majority vote of the remaining directors, if still constituting a quorum; otherwise, such vacancy shall be filled by the general assembly in a regular or special meeting called for the purpose. The elected director shall serve only for the unexpired term of his/her predecessor in office.
c. Monitor compliance with the Code of Governance and Ethical
Standards and recommend to the BOD measures to address
the gap, if any;
d. Conduct initial investigation or inquiry upon receipt of a
complaint involving Code of Governance and Ethical Standards
and submit report to the BOD together with the appropriate
e. Recommend ethical rules and policy to the BOD;
f. Perform such other functions as may be prescribed in the By-
laws or authorized by the GA.
Section 11. Credit Committee. A Credit Committee is hereby created and shall be composed of two members to be appointed by the Board of Directors. Within ten (10) days after their appointment, they shall elect from among themselves a Chairperson, Vice-Chairperson and a Secretary when one more member is added who shall serve for a term of one (1) year or until successors shall have been appointed and qualified. No member of the Committee shall hold any other position in the Cooperative during his/her term of office.
Section 12. Functions and Responsibilities. The Credit Committee shall:
- Be responsible for the Credit Management of the CV3MPC in which responsibilities include:
- Process, evaluate, and act upon loan applications except when the applicant is a member of the Committee, in which case, the application shall be acted upon by the Board of Directors; and
- Exercise general supervision over all loans to members.
Section 13. Other Committees. By a majority vote of all its members, the Board of Directors may form such other committees as may be deemed necessary for the operation of the Cooperative.
Officers and Management Staff
of the Cooperative
Section 1. Officers and their Duties. The officers of the cooperative shall include the Members of the Board of Directors, Members of the Different Committees created by the General Assembly, General Manager or Chief Executive Officer, Secretary, Treasurer and members holding other positions as may be provided for in this By-laws, shall serve according to the functions and responsibilities of their respective offices as follows:
a. Chairperson – The Chairperson shall:
i. Set the agenda for board meetings in coordination with the other members of the BOD;
ii. Preside over all meetings of the Board of Directors and of the general assembly;
iii. Sign contracts, agreements, certificates and other documents on behalf of the cooperative as authorized by the Board of Directors or by the GA;
iv. Issue Certificate of Non-Affiliation with the Federation or Union; and
v. Perform such other functions as may be authorized by the BOD or by the GA.
b. Vice-Chairperson – the Vice-Chairperson shall:
i. Perform all the duties and responsibilities of the Chairperson in the absence of the latter;
ii. Act as Ex-Officio Chairperson of the Education and Training Committee; and
iii. Perform such other duties as may be delegated by the board of directors.
c. Treasurer – The Treasurer shall:
i. Ensure that all cash collections are deposited in accordance with the policies set by the BOD;
ii. Have custody of all funds, securities, and documentations relating to all assets, liabilities, income and expenditures;
iii. Monitor and review the financial management operations of the cooperative, subject to such limitations and control as may be prescribed by BOD;
iv. Maintain full and complete records of cash transactions;
iv. Maintain a Petty Cash Fund and Daily Cash Position Report; and Retentions from the proceeds of services acquired /goods procured by members; and
- Other sources of funds as may be authorized by law.
Section 2. Continuous Capital Build-Up. Every member shall have invested in any or all of the following:
- At least One Hundred Pesos (P100)per month;
- At least five percent (05%) of his/her annual interest on capital and patronage refund; and
- At least five percent (05%) of each good procured /service acquired from the cooperative.
Section 3. Borrowing. The Board of Directors, upon approval of the General Assembly, may borrow funds from any source, local or foreign, under such terms and conditions that best serve the interest of the Cooperative.
Section 4. Revolving Capital. To strengthen the capital structure of the Cooperative, the General Assembly may authorize the Board of Directors to raise a revolving capital by deferring the payment of patronage refunds and interest on share capital, or such other schemes as may be legally adopted. To implement this provision, the Board of Directors shall issue a Revolving Capital Certificate with serial number, name, rate of interest, date of retirement and such other privileges or restrictions as may be deemed just and equitable.
Section 5. Retentions. The General Assembly may authorize the Board of Directors to raise additional capital by deducting a certain percent on a per unit basis from the proceeds of services acquired and/or goods procured by members.
Section 6. Share Capital Contribution. Share Capital Contribution refers to the value of capital subscribed and paid for by a member in accordance with its Articles of Cooperation.
Section 7. Share Capital Certificate. The Board of Directors shall issue a Share Capital Certificate only to a member who has fully paid his/her subscription. The Certificate shall be serially numbered and contain the share holder’s name, the number of shares owned, the par value, and duly signed by the Chairperson and the Secretary, and bearing the official seal of the cooperative. All certificates issued and/or transferred shall be registered in the cooperative’s Share and Transfer Book.
The number of paid share required for the issuance of Share Capital Certificate shall be determined by the Board of Directors.
The shares may be purchased, owned or held only by persons who are eligible for membership. Subject to existing government rules or laws, interests shall be paid only to paid-up shares which may be in cash; or credited as payment of unpaid subscriptions, outstanding accounts, or additional shares or to the revolving fund of the cooperative.
Section 8. Transfer of Shares. The Cooperative shall have the first option to buy any share offered for sale. The amount to be paid for such shares shall be the par value provided that:
- He has held such shares or interests for not less than one (1) year;
Section 1. Allocation – At the end of its fiscal year, the Cooperative shall allocate and distribute its net surplus as follows:
a. Reserve Fund. Ten percent (10%)shall be set aside for Reserve Fund subject to the following rules, provided, that in the first five (5) years of operation after registration, this amount shall not be less than fifty per centum (50%) of the net surplus:
- The reserve fund shall be used for the stability of the Cooperative and to meet net losses in its operations. The general assembly may decrease the amount allocated to the reserve fund when it has already exceeded the authorized share capital. Any sum recovered on items previously charged to the reserve fund shall be credited to such fund.
ii. The reserve fund shall not be utilized for investment, other than those allowed in the Cooperative Code. Such sum of the reserve fund in excess of the authorized share capital may be used at any time for any project that would expand the operations of the cooperative upon the resolution of the general assembly.
iii. Upon the dissolution of the cooperative, the reserve fund shall not be distributed among the members. However, the general assembly may resolve:
- To establish usufructuary fund for the benefit of any federation or union to which the cooperative is affiliated; or
- To donate, contribute or otherwise dispose of the amount for the benefit of the community where the cooperative operates. If the member could not decide on the disposition of the reserve fund, the same shall be given to the federation or union to which the cooperative is affiliated.
b. Education and Training Fund. Five percent (5%) shall be set aside for Education and Training Fund.
i. Half of the amount allocated to the education and training fund annually under this subsection may be spent by the cooperative for education and training purposes; while the other half may be remitted to a union or federation chosen by the cooperative or of which it is a member.
ii. Upon the dissolution of the cooperative, the unexpended balance of the education and training fund pertaining to the cooperative shall be credited to the cooperative education and training fund of the chosen union or federation.
c. Community Development Fund. Three percent (3%) shall be used for projects and activities that will benefit the community where the cooperative operates.
d. Optional Fund. Seven percent (7%)shall be set aside for Optional Fund for land and building, and any other necessary fund.
Section 2. Interest on Share Capital and Patronage Refund. The remaining net surplus shall be made available to the members in the form of interest on share capital not to exceed the normal rate of return on investment and patronage refunds. Provided, that any amount remaining after the allowable interest and the patronage refund have been deducted shall be credited to the reserved to the reserve fund. The sum allocated for patronage refund shall be made available at the same
|Elena Grace G. Flores
|Eduardo Launio, Sr.
|Jose E. Magajes, Jr.
|Josefina S. Ocampo
|Liza Sto. Tomas
|Kanya Gladys May Thaworn Luardo
|Mark Bruan Cifra
|Sithikohn Flores Thaworn
|Carmelo Alexandro Malonjao
We, constituting the majority of the Board of Directors of the Casimiro Village Phase 3 Multipurpose Cooperative do hereby certify that the foregoing instrument is the Code of By-laws of this Cooperative.
Signed this 5th day of September, 2014, in Las Pinas City, Philippines.
Jose Rosales Esperanza Cifra
Chairperson Vice Chairperson
Eduardo Launio, Sr. Jose Magajes Jr.