Pursuant to the provision of Art. 139 of Republic Act No. 952 otherwise known as the Philippine Cooperative Code of 2008, the Cooperative Development Authority hereby issues the following rules and regulations implementing certain provisions of the said Code.
Section 1. Title. These Rules shall be known as the "Rules and Regulations Implementing Certain Provisions of the Philippine Cooperative Code of 2008."
Section 1. Legal Basis. The Legal basis for this rule is Art. 5 (2), (10) of the Code, quoted as follows:
The Board of Directors shall direct sector, chapter, or district Local Election Committee to conduct the sector, chapter, or district assembly meeting to elect its Representative/s or Delegate/s, which may be held either simultaneously or sequentially.
In case the sector, chapter, or district failed to elect its Representative/s or Delegate/s, the right to send its Representative/s or Delegate/s on that particular representative or assembly meeting shall be deemed and waived.
During the same meeting, the sector, chapter, or district shall fill the vacancy. In case the removed Representative or Delegate is an incumbent Officer of the Cooperative, his/her position shall be declared vacant and shall be filled up in accordance with the Rule of Succession as provided for in the By-laws of the Cooperative. Unless otherwise provided for in their By-laws, such successor shall not necessarily assume the position of his/her predecessor. However, in the case of the membership in the committee, the vacated membership shall be filled up by the Board of Directors of the Cooperative from among the Representatives/Delegates.
The regular meeting shall be conducted to elect the sector, chapter, or district Representatives or Delegates and for such other purposes as maybe provided in the Bylaws.
The special meeting shall be conducted to report what has transpired during the representative assembly meeting and for such other purposes as maybe provided in the By-laws.
In either case, the conduct of the meeting shall be called and presided by the Lead Representative of Delegate. Such Lead Representative or Delegate shall be Representative or Delegate who obtained the highest number of votes during the last sector, chapter, or district election.
The decision of the Representative Assembly shall be considered a valid cooperative act.
The term of office of the Officer of the Cooperative at the time of adoption of the Representative Assembly shall expire on the first representative assembly meeting.
The terms and conditions of the financial assistance provided by the Parent Cooperative to the Subsidiary Cooperative shall be governed by a Memorandum of Agreement entered into by both parties.
Section 1. Legal Basis. The legal basis for this Rule is Article 10 of the Code quoted as follows:
(1) For a newly organized Multi-Purpose Cooperative:
1. Name Verification Slip;
2. Articles of Cooperative and By-Laws;
3. Treasurer's Affidavit;
4. Surety Bond of Accountable Officers;
5. Certificates of Pre-Membership Education Seminar (PMES);
6. Economic Survey;
7. Undertaking to Change Name in the event that another cooperative has acquired prior right to the use of the proposed name;
8. Favorable Endorsement from Other government Agencies, if applicable;
9. Detailed Feasibility Study indicating viability of the proposed business activity;
10. Undertaking to comply with the auditing and accounting standards prescribed by the Authority; and
11. Registration fee.
(2) For existing cooperatives desiring to be transformed into a Multi-Purpose Cooperative:
1. Name Verification Slip, in case of change of name;
2. Amended Articles of Cooperative and By-Laws;
3. A Resolution certified by the cooperative's Secretary and by the majority of the Board of Directors stating the fact that said amendments have been duly approved by at least two-thirds (2/3) vote of all the members with voting rights;
4. Surety Bond of Accountable Officers;
5. Audited Financial Statement showing profitable operations for the past two (2) years;
6. Undertaking to Change Name in the event that another cooperative has acquired a prior right to the use of the proposed name;
7. Favorable Endorsement from Other Government Agencies, if applicable;
8. Detailed Feasibility Study indicating viability of the proposed business activities;
9. Certificate that the cooperative has complied with the auditing and accounting standards prescribed by the Authority;
10. Proof of business track records of the cooperative; and
11. Amendment Fee.
Section 5. Book of Accounts. The new and existing cooperatives transformed into a Multi-Purpose Cooperative are required to maintain separate Book of Accounts for each business activity.
RULE 4
DIVISION OF COOPERATIVES
Section 1. Legal Basis. The legal basis for this Rule is Art. 20 of the Code, quoted as follows:
"Art. 20. Division of Cooperatives. - Any registered cooperative, may by a resolution approved by a vote of three-fourths (3/4) of all the members with voting rights, present and constituting a quorum, resolve to divide itself into two (2) or more cooperatives. The procedure for such division shall be prescribed in the regulations of the Authority. The new cooperatives shall become legally established upon registration with the Authority: Provided, That all the requirements set forth in this Code have been complied with by the new cooperatives: Provided, further, That no division of cooperative in fraud of creditors shall be valid."
Section 2. Procedures. The following procedures shall be observed in the division of cooperatives:
1. Approval of Proposal to Divide;
2. Formulation of Plan of Division;
3. Presentation and Approval of the Plan of Division to the General Assembly;
4. Posting and Publication of the Notice of Division;
5. Written Notification to Creditors;
6. Filing with the Authority of the Required Documents for the Registration of Division; and
7. Issuance of the Certificate of Registration.
Section 3. Proposal of Division. The majority members of the Board of Directors or at least ten percent (10%) of members with voting rights may propose for division, which must be approved by at least majority of the members of the cooperative with voting rights present and constituting a quorum in a general/representative assembly meeting called for the purpose. Upon approval of the proposal to divide, a committee to formulate the Plan of Division shall be constituted by the General/Representative Assembly.
Section 4. Preference of Members. Upon approval by the General/Representative Assembly in the meeting called for the purpose, members of the original cooperative shall be allowed within two (2) weeks to choose the new cooperative they prefer to join. The management of the original cooperative shall then transfer the member's share and all other interests to his/her chosen cooperative.
Section 5. Presentation and Approval of the Plan of Division. The Board of Directors shall call a General/Representative Assembly meeting to action such Plan of Division with notice to all members of record and Creditors at least thirty (30) days prior to the scheduled meeting. The Plan of Division shall be approved by a vote of three-fourths (3/4) of all members with voting rights, present and constituting a quorum in such general/representative assembly meeting.
Section 6. Right of a Dissenting Member. A dissenting member shall be entitled to a refund of his/her share capital and all other interests under Art. 30 of the Code.
Section 7. Contents of the Plan of Division. The Plan of Division must include the following:
1. The rationale or justification for the division of the cooperative;
2. A Financial Statement duly certified by an independent Certified Public Accountant including a schedule of assets, liabilities and share capital of the cooperative intending to divide;
3. A proposed revaluation of assets, determination of liabilities, statutory reserves, undivided net surplus and members' share capital;
4. List of all the receivables of the cooperative;
5. List of all the Creditors and their respective claims against the cooperative;
6. Procedure for the division of assets, allocation and settlement of the obligations and the collection of receivables of the cooperative;
7. Feasibility study ensuring the viability and sustainability of both cooperatives;
8. List of members showing their share capital contributions certified by the Secretary and attested by the Board Chairperson of the cooperative;
9. The proposed name, address and area of operation of the new cooperatives; and
10. Benefit package for Management Staff to be affected by the plan.
Section 8. Publication. Within seven (7) days after the date of approval of the division of the cooperative, the Secretary of the cooperative, duly noted by the Chairperson, shall publish such plan of division once a week for three (3) consecutive weeks in a newspaper of general circulation within its area of operation. Said publication may also be supplemented by radio and television announcements.
Alternatively, the announcement of the division may also be done by posting in at least three (3) conspicuous public places for three (3) consecutive weeks within its area of operation.
Likewise, letters/notices duly signed by the Chairperson announcing such division shall be sent by the Secretary of the cooperative through registered mails to their creditors.
Section 9. Objection by a Third Party. Within fifteen (15) days from the day of posting or from the last day of publication, a party may file an objection or opposition to the Plan of Division before the Authority, copy furnished the cooperative concerned, which shall be decided within sixty (60) days from receipt of the objection or opposition. If the objection or opposition is meritorious, in order not to prejudice the interest of the third party, the Authority shall cause the deferment or disapproval of the registration of the new cooperatives.
After the lapse of the period to file an objection/opposition and no objection/opposition has been filed or after all objections/oppositions have been resolved, the cooperative can file its application for registration.
Section 10. Additional Requirements for Registration. In addition to the regular requirements for registration of cooperatives, the following documents shall be filed with the Authority:
1. The resolution of division as approved by the General/Representative Assembly duly certified by the Secretary and duly noted by the Chairperson;
2. The Plan of Division including all its attachments;
3. The Minutes of the General/Representative Assembly Meeting approving the Plan of Division;
4. The Financial Statements of each of the new cooperatives duly certified by the respective Treasurers and Chairpersons;
5. Proof of Notice of Publication and/or posting of the announcement of such division;
6. Proof of Notice to the Creditors;
7. Written Agreement to Settle Obligation; and
8. Original Certificate of Registration.
Section 11. Issuance of Certificate. Once the registration requirements are found to be completed and in order, the Authority shall issue the Certificates of Registration to the new cooperatives. The Certificate of Registration of the original cooperative shall be surrendered to the Authority for cancellation.
Section 12. Effect of Registration. Cooperatives formed and organized under this Rule shall acquire juridical personality from the date the Authority issues a Certificates of Registration under the Authority's official seal.
RULE 5
GUIDELINES GOVERNING THE PROCEDURE FOR
MERGER OR CONSOLIDATION
Section 1. Legal Basis. The legal bases for this Rule are Articles 21 and 22 of the Code, quoted as follows:
"Art. 21. Merger and Consolidation of Cooperatives. -
Two (2) or more cooperatives may merge into a single cooperative, which shall be either one of the constituent cooperatives or the consolidated cooperatives.
No merger or consolidation shall be valid unless approved by three-fourths (3/4) vote of all members with voting rights, present and constituting a quorum of each of the constituent cooperatives at separate general assembly meetings. The dissenting members shall have the right to exercise their right to withdraw their membership pursuant to Article 30.
(3) The Authority shall issue the guidelines governing the procedure of merger or consolidation of cooperatives. In any case, the merger or consolidation shall be effective upon the issuance of the Certificate of Merger or Consolidation by the Authority.
Art. 22. Effects of Merger and Consolidation. - The merger or consolidation of the cooperatives shall have the following effects:
(1) The constituent cooperatives shall become a single cooperative, which in case of merger shall be the surviving cooperative, and in case of consolidation, shall be the consolidated cooperative.
(2) The separate existence of the constituent cooperatives shall cease, except that of the surviving or the consolidated cooperative.
(3) The surviving or the consolidated cooperative shall possess all rights, privileges, immunities and powers and shall be subject to all the duties and liabilities of a cooperative organized under this Code;
(4) The surviving or the consolidated cooperative shall possess all the assets, rights, privileges, immunities and franchises of each of the constituent cooperatives; and
(5) The surviving or the consolidated cooperative shall be responsible for all the liabilities and obligations of each of the constituent cooperatives in the same manner as if the surviving or consolidated cooperative had itself incurred such liabilities or obligations. Any claim, action, or proceeding pending by or against any such constituent cooperatives may be prosecuted by or against the surviving or consolidated cooperative, as the case may be. Neither the rights of creditors nor any lien upon the property of any of such constituent shall be impaired by such merger or consolidation."
Section 2. Parties to the Merger or Consolidation. Only cooperatives belonging to the same category can be parties to Merger or Consolidation. A primary cooperative can only merge or consolidate with a primary cooperative, a secondary with a secondary cooperative, and a tertiary with a tertiary cooperative.
Section 3. Procedures. The following are the procedures to the Merger or Consolidation of cooperatives:
1. Approval of the proposal to merge or consolidate by the General/Representative Assembly of each constituent cooperatives;
2. Formulation of Plan of Merger or Consolidation by the representatives of the constituent cooperatives;
3. Presentation to and Approval of the Plan of Merger or Consolidation by the General/Representative Assembly of each constituent cooperatives;
4. Formulation of the Amendment/New Articles of Cooperation and By-laws;
5. Posting/Publication of Merger or Consolidation;
6. Written Notification to Creditors through registered mail with return card and other applicable electronic means;
7. Filing with the Authority the required documents for the registration of merger or consolidation; and
8. Issuance of Certificate of Registration of Merger/Consolidation by the Authority.
Section 4. Contents of Plan of Merger or Consolidation. The Plan of Merger or Consolidation shall include the following:
1. Statement of Purpose of such Merger or Consolidation;
2. The Registered Names, Addresses and Registration/Confirmation Numbers, Contact Details and Respective Areas of Operation of the Constituent Cooperatives;
3. The Proposed Amendments to the Surviving Cooperative's Articles of Cooperation and By-laws, in case of Merger and with respect to Consolidation, the Proposed Articles of Cooperation and By-laws;
4. List of Members of each Constituent Cooperatives showing their Share Capital Contribution duly certified by the respective Board Secretaries and attested by the respective Board Chairpersons;
5. The Name, Address and Area of Operation of the Surviving Cooperative, in case of Merger, the Proposed Name, Address and Area of Operation, in case of Consolidation;
6. Feasibility Study indicating the Viability and Sustainability of the Merging/Consolidating Cooperatives;
7. The Audited Financial Statements as of the immediate preceding year including the schedule of assets, liabilities and capital of the merging or consolidating cooperatives; and
8. Package Benefits of the Management Staff to be affected by the Plan.
Section 5. Proposal of Merger or Consolidation. The Proposal to Merge or Consolidate may be made by the Board of Directors or by at least ten percent (10%) of the members with voting rights. It shall be approved by at least majority of the members of each of the constituent cooperatives with voting rights, present and constituting a quorum in separate general/representative assembly meetings called for the purpose.
During the same meeting, the General/Representative Assembly shall appoint or elect the representatives to the joint committee to draft the Plan of Merger or Consolidation.
Section 6. Approval of the Plan of Merger or Consolidation. The Plan of Merger or Consolidation jointly prepared by representatives from the constituent cooperatives shall be submitted for approval to the members of each constituent cooperative at separate general/representative assembly meetings duly called for the purpose. Notice of such meeting shall be given to all members of the respective cooperative, served either personally, or by registered mail with return card or electronic means within the period as indicated in their By-laws.
The affirmative vote of members representing at least three-fourths (3/4) of all members with voting rights, present and constituting a quorum of each of the constituent cooperatives at separate general/representative assembly meetings shall be necessary for the approval of the Plan of Merger or Consolidation, or amendments thereto, if any.
Section 7. The Articles of Cooperation and By-Laws. In case of Merger, the Amended Articles of Cooperation and By-Laws, if applicable, shall be attested by the Incumbent Directors of the Surviving Cooperative while in Consolidation, the Articles and By-Laws shall be signed by the Cooperating Directors.
Section 8. Posting/Publication. Announcement of the Merger or Consolidation may be done by posting in at least three (3) conspicuous places in their respective areas of operation; or publication in a newspaper of general circulation once a week for three (3) consecutive weeks. Said publication may also be supplemented by radio and television announcements or any other electronic means of communication.
Section 9. Notice to Creditors and Investors. The Officers of the Merging or Consolidating Cooperatives shall also send letters by registered mail with return card to the Creditors and investors of their respective cooperatives announcing such Merger or Consolidation.
Section 10. Objection/s by a Third Party. Within fifteen (15) days after the date of posting or from the last day of publication, a third party may file an objection or opposition to the Plan of Merger or Consolidation before the Authority which shall be decided within sixty (60) days from receipt of the objection or opposition. Finding the objection or opposition meritorious, in order not to prejudice the interest of the third party, the Authority will cause the deferment or disapproval of the registration of the Merger or Consolidation.
After the lapse of the period to file an objection/opposition and no objection/opposition has been filed or after all objections/oppositions have been resolved, the cooperative can file its application for registration.
Section 11. Additional Requirements for Registration. The Officers of the merged or consolidated cooperatives shall file with the Authority the following additional requirements for registration:
A. For Merger
1. The Original Certificate of Registration of the absorbed cooperative;
2. The General/Representative Assembly resolutions of both constituent cooperatives approving the Plan of Merger duly certified by the Secretaries and attested by the respective Chairpersons;
3. The excerpts from the minutes of the general/representative assembly meeting stating among others the approval of the Merger;
4. Certification of the Secretaries duly attested by the Chairpersons of the constituent cooperatives that there was a quorum and the required number of votes for the approval was met;
5. The approved Plan of Merger and all its attachments as required under Section 4 of this Rule;
6. The proposed amendment to the Articles of Cooperation and By-laws of the Surviving Cooperative, if necessary;
7. Surety Bond of Accountable Officers;
8. Proof of Publication/Posting of the Announcement of Merger;
9. Proof of Notice to Creditors;
10. Written Agreement to settle Obligations
11. The original Certificate of Registration of the Surviving Cooperative;
12. Favorable endorsement from the concerned government agency if necessary/applicable; and
13. Registration fee in accordance with the Schedule of Fees prescribed by the Authority.
B. For Consolidation
1. The Original Certificate of Registration of both constituent cooperatives;
2. The General/Representative Assembly resolutions approving the consolidation of the cooperative duly certified by the Secretaries and attested by the Chairpersons of the Consolidating Cooperatives;
3. The excerpts from the minutes of the General/Representative Assembly meetings of the Consolidating Cooperatives with their respective attendance sheets duly certified by the Secretary and Chairperson or Presiding Officer;
4. Certification of the Secretaries duly attested by the Chairpersons of the Constituent Cooperatives that there was a quorum and the required number of votes for the approval was met;
5. The approved Plan of Consolidation and all its attachments as required under Section 4 of this Rule;
6. The Economic Survey;
7. The proposed Articles of Cooperation and By-laws of the Consolidated Cooperative;
8. Surety Bond of Accountable Officers;
9. Proof of Publication/Posting of the announcement of consolidation;
10. Proof of Notice to Creditors;
11. Written Agreement to settle Obligations;
12. The original Certificates of Registration of the Consolidating Cooperatives;
13. Undertaking to Change Name in the event that another cooperative has acquired prior right to the use of the proposed name; and
14. Registration fee in accordance with the Schedule of Fees prescribed by the Authority.
Section 12. Issuance of Certificate. Once the registration requirements are complied with, the Authority shall issue the Certificate of Merger, or new Certificate of Registration in case of consolidation. The Certificate of Registration of the original cooperatives shall be surrendered to the Authority.
RULE 6
GUIDELINES FOR LABORATORY COOPERATIVES
Section 1. Legal Basis. The legal basis for this Rule is the third paragraph of Art. 26 of the Code, quoted as follows:
"Art. 26. Kinds of Membership. - 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."
Section 2. Organization of Laboratory Cooperative. Fifteen (15) or more minors who are Filipino citizens, actually residing in the community or enrolled in an educational institution within or near the area of operation of the Guardian Cooperative or out of school minor actually residing in the community, may organize a Laboratory Cooperative composed of minors, which shall be seven (7) years old but below eighteen (18) years of age.
Section 3. Purposes of Laboratory Cooperatives. A Laboratory Cooperative shall be organized for any or all of the following purposes:
1. To serve as a training ground for its members to prepare them for membership in regular cooperatives;
2. To teach the value of thrift and saving mobilization among its members;
3. To instill cooperative values, principles, financial discipline and leadership skills among its members;
4. To promote and advance Filipino social and cultural values, ecological awareness and sustainable development.
Section 4. Contents of the Articles of Cooperation. The Articles of Cooperation of a Laboratory Cooperative signed by each of the organizers shall provide the following:
1. The name of the cooperative which shall include the words "Laboratory Cooperative";
2. The purpose or purposes for which it is organized;
3. The term of existence;
4. The area of operations and the postal address of the principal office of the laboratory cooperative;
5. The area of operations and the postal address of the principal office of the guardian cooperative;
6. The names, nationality, birthdates, and postal addresses of the cooperators;
7. The names, and postal addresses of members of the board of directors of its guardian cooperative; and
8. The amount of its share capital, the names, and addresses of its members.
Section 5. Contents of the By-Laws. The By-laws of a Laboratory Cooperative shall provide for the following:
1. The qualifications for admission to membership and the payment to be made or interest to be acquired as a condition to the exercise of the right of membership;
2. The rights and liabilities of membership;
3. The circumstances under which membership is acquired, maintained and lost;
4. The procedures to be followed in cases of termination of membership;
5. The conditions under which the transfer of a share or interest of the members shall be permitted;
6. The rules and procedures on the agenda, time, place and manner of calling, convening, conducting meetings, quorum requirements, voting systems, and other matters relative to the business affairs of the general assembly, board of directors, and committees;
7. The general conduct of the affairs of the cooperative, including the powers and duties of the General Assembly, the board of directors, committees and, officers, and their qualifications and disqualifications;
8. The manner in which the capital may be raised and the purposes for which it can be utilized;
9. The accounting and auditing systems;
10. The method of distribution of net surplus;
11. The manner of adopting and amending by-laws;
12. Other matters incident to the purposes and activities of the cooperative.
Section 6. Capitalization Requirements. The Laboratory Cooperative shall include in its Bylaws a program on continuous Capital Build-Up.
Section 7. Affiliation. A Laboratory Cooperative must be affiliated with a duly registered cooperative, to be known as the Guardian Cooperative, before the authority shall issue a Certificate of Recognition.
A Laboratory Cooperative primarily composed of students from a particular school shall be affiliated with the school's cooperative, if any. If the Laboratory Cooperative is composed primarily of out-of-school minors, it shall be affiliated with a cooperative of its choice within or nearest its area of operation.
In the absence of a duly registered cooperative in the area or refusal of a duly registered cooperative to accept the affiliation of a Laboratory Cooperative, the said Laboratory Cooperative may request assistance from the nearest CDA Office in identifying a possible Guardian Cooperative.
Section 8. Responsibility of the Guardian Cooperative. The Guardian Cooperative shall supervise, monitor, and act for and in behalf of the Laboratory Cooperative in their dealings, transactions with third parties when capacity to contract is required.
It shall be responsible for the cooperative education and training of all officers and members of the laboratory cooperative.
Submission of reports to the Authority on the activities and economic operations of the Laboratory Cooperative shall likewise be the responsibility of the Guardian Cooperative.
Section 9. Liability of the Guardian Cooperative. - The Guardian Cooperative exercising parental authority may be liable for any violations in the cooperative's operation.
Section 10. Requirements for Recognition of Laboratory Cooperative. A Laboratory Cooperative seeking recognition as such shall submit, through the Guardian Cooperative, the following requirements to the Authority for the issuance of a Certificate of Recognition:
1. Articles of Cooperation and By-laws; and
2. Resolution of the Board of Directors of the Guardian Cooperative accepting its responsibility and liability as Guardian of the Laboratory Cooperative.
Section 11. Issuance of Certificate of Recognition. A Certificate of Recognition shall be issued by the Authority under its official seal upon compliance with all the requirements set forth by this rule. The Certificate shall be conclusive evidence that the Laboratory Cooperative therein mentioned is duly recognized unless such recognition has been earlier revoked.
The issuance of the Certificate of Recognition does not bestow upon a Laboratory Cooperative with a juridical personality.
Section 12. Termination of Membership. The following shall be conditions for termination of membership in a Laboratory Cooperative:
1. Upon reaching the age of majority (18 years of age);
2. Those provided under Art. 30 of the Code; and
3. Such other conditions as may be provided for in the By-laws.
Section 13. Refund of Share Capital. Upon termination of membership, the former member shall be entitled to a refund of his share capital contribution and all other interests in the Laboratory Cooperative in accordance with Art. 31 of the Code.
Section 14. Option of Member Who Reaches the Age of Majority. Any member reaching the age of majority may opt to join the Guardian Cooperative upon compliance of all the requirements for membership.
Section 15. Limitation. A Guardian Cooperative shall supervise only one (1) laboratory cooperative.
RULE 7
FUNCTIONS, RESPONSIBILITIES AND TRAINING REQUIREMENTS OF DIRECTORS, OFFICERS AND COMMITTEE MEMBERS
Section 1. Legal Basis. The legal basis for this Rule is Art. 44 of the Code, quoted as follows:
"Art. 44. Functions, Responsibilities, and Training Requirements of Directors, Officers, and Committee Members. The functions and responsibilities of the directors, officers and committee members, as well as their training requirements shall be in accordance with the rules and regulations issued by the Authority."
Section 2. Officers of the Cooperative. 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 maybe provided for in their By-laws. As such they are entrusted with the power of exercising authority within the scope of their defined functions which is permanent in nature and include the exercise of control and discretion in the performance of their duly.
Section 3. Committees of Cooperatives. The By-laws shall provide for the creation of the following committees:
1. Audit Committee;
2. Election Committee;
3. Mediation and Conciliation Committee;
4. Ethics Committee; and
5. Other Committees as may be necessary for the conduct of the affairs of the cooperative.
The members of Audit Election Committees shall be elected by the General Assembly while the Board of Directors shall appoint the rest.
Section 4. Functions and Responsibilities of the Officers of the Cooperative.
4.1 Board of Directors.
4.1.1 The Board of Directors shall have the following functions and responsibilities:
a. Provide general policy direction;
b. Formulate the strategic development plan;
c. Determine and prescribe the organizational and operational structure;
d. Review the Annual Plan and Budget and recommend for the approval of the General/Representative Assembly;
e. Establish policies and procedures for the effective operation and ensure proper implementation of such;
f. Evaluate the capability and qualification and recommended to the General/Representative Assembly the engagement of the services of an External Auditor;
g. Appoint the members of the Mediation/Conciliation and Ethics Committees and other Officers as specified in the Code and cooperative By-laws;
h. Decide election related cases involving the Election Committee or its members;
i. Act on the recommendation of the Ethics Committee on cases involving violations of Code of Governance and Ethical Standards; and
j. Perform such other functions as may be prescribed in the By-laws or authorized by the General/Representative Assembly.
4.1.2 The Chairperson shall:
a. Set the agenda foe board meetings in coordination with the other members of the Board of Directors;
b. Preside over all meetings of the Board of Directors and of the General/Representative assembly;
c. Sign contracts, agreements, certificates and other documents on behalf of the cooperative as authorized by the Board of Directors or by the General/Representative Assembly;
d. Issue Certificate of Non-Affiliation with any Federation or Union; and
e. Perform such other functions as may be authorized by the Board of Directors or by the General/Representative Assembly.
4.1.3 The Vice Chairperson shall:
a. Perform all duties and functions of the Chairperson in the absence of the latter;
b. To act as ex-officio Chairperson of the Education and Training Committee; and
c. Perform such other duties as may be delegated to him/her by the Board of Directors.
4.2 Treasurer. The Treasurer shall:
a. Ensure that all cash collections are deposited in accordance with the policies set by the Board of Directors;
b. Have custody of all funds, securities, and documentation's relating to all assets, liabilities, income and expenditures;
c. Monitor and review the financial management operations of the cooperative, subject to such limitations and control as may be prescribed by the Board of Directors;
d. Maintain full and complete records of cash transactions;
e. Maintain a Petty Cash Fund and Daily Cash Position Report; and Perform such other functions as may be prescribed in the By-laws or authorized by the General/Representative Assembly.
4.3 Secretary. The Secretary shall:
a. Keep an updated and complete registry of all members;
b. Record, prepare and maintain records of all minutes of meetings of the Board of Directors and the General/Representative Assembly;
c. Ensure that necessary Board of Directors actions and decisions are transmitted to the management for compliance and implementation;
d. Issue and certify the list of members who are in good standing entitled to vote as determined by the Board of Directors;
e. Prepare and issue Share Certificates;
f. Serve notice of all meetings called and certify the presence of quorum of all meetings of the Board of Directors and the General/Representative Assembly;
g. Keep copy Treasure's reports and other reports;
h. Keep and maintain the Share and Transfer Book;
i. Serve as custodian of the cooperative seal; and
Perform such other functions as may be prescribed in the By-laws or authorized by the General/ Representative Assembly.
4.4 Election Committee. The Election Committee shall:
a. Formulate election rules and guidelines and recommended to the General/Representative Assembly for approval;
b. Implement election rules and guidelines duly approved by the General/Representative Assembly;
c. Recommended necessary amendments to the election rules and guidelines, in consultation with the Board of Directors, for the General/Representatives Assembly's approval;
d. Supervise the conduct, manner and procedure of election and other election related activities and act on the changes thereto;
e. Canvass and certify the results of the election;
f. Proclaim the winning candidates;
g. Decide election and other election related cases except those involving the Election Committee or its members; and
h. Perform such other functions as prescribed in the By-laws or authorized by the General/Representative Assembly.
4.5 Audit Committee. The committee shall:
a. Monitor the adequacy and effectiveness of the cooperative's management and control system;
b. Audit the performance of the cooperative and its various responsibility centers;
c. Review continuously and periodically the books of account and other financial records to ensure that these are in accordance with the cooperative principles and generally accepted accounting procedures;
d. Submit reports on the result of the internal audit and recommend necessary changes on policies and other related matters on operation to the Board of Directors and General/Representative Assembly;
e. Perform such other functions as may be prescribed in the By-laws or authorized by the General/Representative Assembly.
4.6 Mediation and Conciliation Committee. The committee shall:
a. Formulate and develop the Conciliation-Mediation Program and ensure that it is properly implemented;
b. Monitor Conciliation-Mediation program and processes;
c. Submit semi-annual reports of cooperative cases to the Authority within fifteen (15) days after the end of every semester;
d. Accept and file Evaluation Reports;
e. Submit recommendations for improvement to the Board of Directors;
f. Recommend to the Board of Directors any member of the cooperative for Conciliation-Mediation Trainings as Cooperative Conciliator-Mediator;
g. Issue the Certificate of Non-Settlement (CNS);
h. Perform such other functions as may be prescribed in the By-laws or authorized by the General/Representative Assembly.
4.7 Ethics Committee. The committee shall:
a. Develop Code of Governance and Ethical Standards to be observed by the members, officers and employees of the cooperative subject to the approval of the Board of Directors and ratification of the General/Representative Assembly;
b. Disseminate, promote and implement the approved Code of Governance and Ethical standards;
c. Monitor compliance with the Code of Governance and Ethical Standards and recommend to the Board of Directors 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 Board of Directors together with the appropriate sanctions.
e. Recommend ethical rules and policy to the Board of Directors;
f. Perform such other functions as may be prescribed in the By-laws or authorized by the General/Representative Assembly.
4.8 Other Committees. Other Committees that may be created shall assist in the formulation of policies and rules and in the implementation of the service of the cooperative. Their powers, functions, and responsibilities shall be defined in the By-laws.
4.9 General Manager. The General Manager shall:
a. Oversee the overall day to day business operations of the cooperative by providing general direction, supervision, management and administrative control over all the operating departments subject to such limitations as may be set forth by the Board of Directors or the General/Representative Assembly;
b. Formulate and recommend in coordination with the operating departments under his/her supervision, the Cooperative's Annual and Medium Term Development Plan, programs and projects, for approval of the Board of Directors and ratification of the General/Representative Assembly;
c. Implement the duly approved plans and programs of the Cooperative and any other directive or instruction of the Board of Directors.
d. Provide and submit to the Board of Directors monthly reports on the status of the Cooperative's operation vis-à-vis its targets and recommend appropriate policy or operational changes, if necessary;
e. Represent the Cooperative in any agreement, contract, business dealing, and in any other official business transaction as may be authorized by the Board of Directors;
f. Ensure compliance with all administrative and other requirements of regulatory bodies; and
g. Perform such other functions as may be prescribed in the By-laws or authorized by the General/Representative Assembly.
Section 5. Training Requirements for the Officers of the Cooperative. Officers of the cooperative shall be required to undergo necessary training conducted by cooperatives, Federations and/or other trainers or training institutions duly accredited by the Authority. The training program should contain the minimum requirements in the module/curriculum as prescribed by the Authority. The initial courses or any equivalent substitute thereof must be undertaken.
A. Board of Directors
1. Basic Cooperative Course primarily on:
a. Articles of Cooperative and By-laws;
b. Cooperative Vision;
c. Cooperative Mission;
d. Cooperative Strategic Plan;
e. Fundamentals of Cooperative;
f. Policies and Programs of Cooperatives;
g. Cooperative Code of 2008 (RA 9520);
h. Implementing Rules and Regulations of RA 9520;
2. Cooperative Management and Governance.
3. Policy Development.
4. Financial Management.
5. Conflict Management.
6. Parliamentary Procedure
7. Leadership and Values Re-orientation
8. Strategic Planning
9. Orientation on Labor and Other Related Laws
B. Secretary
1. Basic Cooperative Course
2. Records Management for Non Financial Transaction
3. Parliamentary Procedure
4. Basic Computer Program
C. Treasurer
1. Basic Cooperative Course
2. Records Management (Financial Transaction)
3. Basic Accounting for Non-Accountants
4. Cooperative Standards
5. Investment and Banking Procedures
6. Financial Management
D. Audit Committee
1. Basic Cooperative Course
2. Audit Management
3. Records Management
4. Basic Accounting for Non-Accountant
5. Cooperative Standards
6. Internal Control including Inventory System
7. Basic Computer Program
E. Election Committee
1. Basic Cooperative Course
2. Records Management
3. Rules Formulation
4. Leadership and Value Re-orientation
5. Basic Computer Program
F. Ethics Committee
1. Basic Cooperative Course
2. Leadership and Values Re-orientation
3. Conflict Management
4. Records Management
5. Basic Computer Program
G. Mediation/Conciliation Committee
1. Basic Cooperative Course
2. Leadership and Values Re-orientation
3. Conflict Management
4. Records Management
5. Effective Communication
6. Basic Computer Program
H. General Manager / Chief Executive Officer
1. Basic Cooperative Course
2. Cooperative Management and Governance
3. Cooperative Standards
4. Human Resource Management
5. Effective Communication Skills
6. Entrepreneurial and Business Management Course
7. Labor and other related Laws
8. Leadership and Values Re-orientation
9. Computer Literacy Course
10. Strategic Planning and Management
Section 6. Compliance. The training is required for all cooperative officers. In cases where the incumbent has not undergone the required training program, he/she shall undergo such training within twelve (12) months from the effectivity of this Rule. Non-compliance with the required trainings shall be considered grounds for disqualification for future election or appointment until such time that he/she has complied with all the trainings required for the position.
Section 7. Duration of Trainings Attended. All trainings attended by cooperative officers shall be considered valid compliance with the intent of this Rule for a period of five (5) years from date of issuance of the Certificate of Training. After which, they shall be required to undergo re-training of the same.
Section 8. Transitory Period. All cooperatives are hereby given two (2) years from effectivity of this Rule to comply with the Training Requirements as provided above.
RULE 8
REPORTS REQUIRED FOR COOPERATIVE
Section 1. Legal Basis. The legal basis for this rule is Art. 53 of this Code, quoted as follows:
"Art. 53. Report.
(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 of record. These reports shall be filed with the Authority within one hundred twenty (120) days from the end of the calendar year. The form and contents of the reports shall be prescribed by the rules of Authority. 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 by-laws.
(2) If a cooperative fails to make, publish and file the reports required herein, or fails to include therein any matter required by this Code, the Authority 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 until such time that the cooperative has complied with the requirement."
Section 2. Required Regular Reports. The following reports shall submitted to the Authority:
1. Cooperative Annual Performance Report (CAPR);
2. Social Audit Report including its program of activities in pursuance of its socio-civic undertakings showing its achievements and end of every fiscal year;
3. Performance Report;
4. Audited Financial Statements duly stamped "Received " by the BIR; and
5. List of Officers and Trainings Undertaken /Completed.
Section 3. Additional Reports for Federations and Unions. Federations and Unions shall submit to the Authority the following additional reports:
1. List of cooperatives which have remitted their respective Cooperative Education and Training Funds (CETF);
2. Business consultancy assistance to include the nature and cost; and
3. Other training activities undertaken specifying therein the nature, participants, and cost of each activity.
Section 4. Filling. All registered cooperatives shall file with the Authority a copy of the required reports either through personal, registered mail courier, or electronic means, within one hundred twenty (120)days from the end of every year calendar year.
Section 5. Preparation of the Required Reports. The reports shall be typewritten or printed in a form prescribed by the Authority. The Chairperson and the General Manager shall certify to the truthfulness of the statement contained in the reports.
Section 6. Preparation of the Submit Reports on Time. Failure to submit reports on time shall be considered as Delay or Default. However, if the failure to submit reports on time is due to fortuitous events; such as fire and other natural calamities and public disorders including strike or lock-out or a national emergency which affects the operation of the cooperative, the failure shall not be considered a delay. Provided, That the Authority shall be officially notified of the occurrence of such fortuitous events.
Delay or default shall commence on the day following the last day required for the submission of reports. However, should the last day of filing falls on a non-working day in the locality where the reporting cooperative is situated. Delay or Default shall start to run\on the day following the next working day.
For the purpose of establishing Delay or Default, the date of acknowledgement by the Authority appearing on the copies of such reports filed or submitted or mailing postmarked on the envelope/the date of registry or special delivery receipt, or the date the electronic mail was sent as the case may be shall be considered as the date of filing.
Section 7. Sanction For Delayed Submission. Failure to file the required reports on time shall subject the Accountable Officer to pay a fine of Php 100.00 per day of delay.
Within thirty (30) calendar days upon receipt of Statement of Accounts, the Accountable Officer may request for Reconsideration of such fine on the grounds of fortuitous event and court litigation/order, which the Authority shall act upon within sixty (60) calendar days otherwise the sanctions, shall be deemed lifted. The decision of the Authority shall become final and executory.
Other than the imposition of monetary penalties, the Authority may dissolve/revoke, after due process, the authority of the cooperative to operate as such.
RULE 9
GUIDELINES FOR THE LIQUIDATION OF COOPERATIVES
Section 1. Legal Basis. The legal bases for the Rule are Art. 69,70 and par. 2, Art. 72 (4) of the code, quoted as follows:
"Art. 69. Liquidation of a Cooperative. - Every cooperative whose charter expires by its own limitation or whose existence is terminated by voluntary dissolution or through an appropriate judicial proceeding shall nevertheless continue to exist for three (3) years after the time it is dissolved, not to continue the business for which was established but for the purpose of prosecuting and defending suits by or against it; settlement6 and closure of its affairs, disposition, conveyance and distribution of its properties and asset.
At any time during the said three (3) years, the cooperative is authorized and empowered to convey all its properties to trustees for the benefit of its members, creditors and other persons in interest. From and after any such conveyance, all interests which the cooperative had in the properties are terminated.
Upon the winding up the cooperative affairs, any6 asset distributable to any creditor, shareholder or member(s) who is unknown or cannot be found shall be given to the federation or union to which the cooperative is affiliated with.
A cooperative shall only distribute its assets or properties upon unlawful dissolution and after payment of all its debts and liabilities, except in the case of decrease of share capital of the cooperative and as otherwise allowed by this Code."
"Art. 70. Rules and Regulations on Liquidation. - The Authority shall issue the appropriate implementing guidelines for the liquidation of cooperatives."
"Art. 72. Capital Sources.-xxx
(b) Subsidies, donations, legacies, grants, aids and such other assistance from any local or foreign institution whether public or private: Provided, That capital coming from such subsidies, donations, legacies, grants, aids and other assistance shall not be divided into individual share capital holding at any time but shall instead from part of the donated capital or fund of the cooperative.
Upon dissolution, such donated capital shall be subject to escheat."
Sec.2. Coverage of Liquidation. These Guidelines shall cover the following:
1. Cooperatives whose charter expires by its own limitation.
2. Cooperatives whose existence is terminated by voluntary dissolution.
3. Cooperatives whose existence is terminated by appropriate judicial proceedings.
Section 3. Mode of Liquidation. The manner of liquidation or winding up may be provided for in the cooperative By-laws and this would prevail unless it is inconsistent with law. In this jurisdiction, the cooperative may avail of the following modes of liquidation:
(1) Liquidation by cooperative itself through a Board of Liquidators. The members of cooperative entitled to vote shall elect from among themselves their Board Liquidators; and/or
By conveying all the cooperative assets to Trustee or Trustees who will take charge of liquidation.
Section 4. Procedure of Liquidation. The following procedure shall be observed in liquidation:
1. Constitution of the Board of Liquidators/Trustees.
2. Inventory of Assets and Liabilities of the Cooperative.
3. Payments of Creditors in accordance with the Provisions of the New Civil Code on the Preference and Concurrence of Credits.
4. Transfer of the Statutory Funds to the intended beneficiaries.
5. Distribution of the remaining assets.
6. Submission of the Board of Liquidators/Trustees of the Liquidation's Final Report.
7. Cancellation of the Certificates of Registration and delisting of the name of the cooperative in the Cooperative Registry.
Section 5. Board of Liquidators/Trustees.
Within sixty (60) days from receipt of the Order of Dissolution from the Authority or competent Court, the board of Directors shall select/constitute the Board of Liquidators/Trustees. In the event the Board of Directors fails or refuses to constitute the Board of Liquidators/Trustees, at least twenty five percent (25%) of the members entitled to vote shall convene and select/appoint the Liquidators/Trustees. In case the Board of Directors and the General/Representative Assembly fail to select the Board of Liquidators/Trustees, the Authority shall appoint the same.
The Board of Liquidators/Trustees shall not be less than three (3) but not more than five (5) members. They shall take their oath of office before the Authority prior to assumption of their functions and responsibilities.
The Board of Liquidators/Trustees shall post an adequate bond as may be fixed by the Authority during the period of liquidation, to be paid out of the funds of the cooperative.
The Board of Liquidators/Trustees shall be allowed to receive a reasonable honorarium to be paid out from the funds of the cooperative which shall be equal to but not less than the honorarium being received by the Board of Directors of the cooperative before its dissolution.
Section 6. Functions, Powers and Obligations of the Board of Liquidators/Trustees. The Board of Liquidators/Trustees shall:
1. Make an inventory of all assets and to be determine all liabilities including Share Capital holdings;
2. Preserve the existing assets of the cooperative;
3. Convert all assets of the cooperative into cash;
4. Pay the outstanding obligations including any and all valid claims against the cooperative;
5. Distribute remaining assets pursuant to the provision of the Code and this Rules; and
6. Make final report on the liquidation and submit the same to the Authority.
Section 7. Power to Sue and Be Sued. In the discharge of the above-mentioned functions, the Board of Liquidators/Trustees may sue and be sued under the name of the cooperative in order to protects and defend its rights and interests.
Section 8. Payment of Creditors. Payment of creditors shall be in accordance with the contract upon which it is based and the provision of the New Civil Code on the Preference and Concurrence of Credits.
Section 9. Statutory Funds. All the statutory funds established by the cooperative shall be disposed of in accordance with the provision for Art. 86 of the Code.
Section 10. Treatment of Donated Capital. All studies, donations, legacies, grants, aids and such other assistance from any local or foreign institutions whether public or private shall be subjected to escheat.
Section 11. Distribution of Assets. Subject to the preceding sections and upon written authority from the Authority, any assets remaining after the payments of the cooperative's obligations to its creditors shall be distributed to the members in payments of their respective share capital. If the remaining assets is not sufficient to pay the full share capital contribution of the members, the distribution shall be done in proportion to their capital.
Section 12. Undistributed Assets. After the winding up of the affairs of the cooperative, the assets distributable to creditor or member whose whereas about is unknown or cannot be found shall be given to the federation/union to which the cooperative is affiliated with, for cooperative development, at the option of the Board of Liquidators/Trustees. In case of non-affiliation, the undistributed assets shall be given to the community where the cooperative operated.
Section 13. Periods Allowed for the Winding Up of the Affairs of the Cooperative. The dissolved cooperative shall continue to exist for three (3) years from the issuance of the Order of Dissolution. The purpose of which is not to continue the business for which it was established but for purpose of prosecuting and defending suits filed or against the cooperative, settlement and closure of its affairs, distribution of its assets.
Nevertheless, at any time during the said three (3) year period, the cooperative is authorized and empowered to convey all its properties to Trustees for the benefits of its members, creditors and other persons in interest, after which, all interest which the cooperative had in properties are terminated.
Section 14. Submission of the Board of Liquidators/Trustees' Financial Report. The Cooperative Board of Liquidators/Trustees shall submit a final report to the members of the liquidated cooperative and to the Authority, Federation, or Union to which the cooperative is affiliated with.
Upon receipt of the Final Report of the Board of Liquidators/Trustees and finding that said final report is complete and in order, the Authority shall release the Liquidators/Trustees from their duties and functions. Thereafter shall effect the cancellation of the Certificate of Registration of the subject cooperative and delisting of the name of the cooperative in the Cooperative Registry.
For failure to submit the Final Report the Board of Liquidators/Trustees shall not be released from their duties and functions, hence no clearance shall be issued by the Authority.
Section 15. Summary Proceedings. For cooperative with assets of not more that One Hundred Thousand Pesos (P100,000.00) as shown in the Audited Financial Statements and with no known creditors, the Authority may choose to initiate summary proceedings.
The following documents shall be required to be submitted by the Board of Directors to the Authority:
1. Schedule of Assets;
2. Proposal of Distribution of Assets to its members;
3. List of intended beneficiaries of the Statutory Funds;
4. Affidavit of No Creditors; and
5. Audited Financial Statement;
After due evaluation by the Authority, the same shall issues a written authority to the Board of Directors to distributed the assets of the cooperative. After which, the Board of Directors shall submit a final report.
Section 16. Suppletory Laws. The provisions of Chapter Two (2) and Three (3) of title 19 on the Concurrence and Preference of Credit under the New Civil Code and the provisions of Rule 104 of the Revised Rules of Court on the Voluntary Dissolution of Corporations shall be used as suppletory rules.
Section 17. Exception. The Authority, at its own discretion, may outrightly cancel the Certificate of Registration of a cooperation of a cooperative which has been proven to have no assets, or in case the cooperative can no longer be located despite the best to locate it. Such facts shall be stated in the Order of Cancellation.
RULE 10
CAPITALIZATION AND ACCOUNTING PROCEDURES OF COOPERATIVES
Section 1. Legal Basis. The legal basis for this Rule is Art. 71 of the Code, quoted as follows:
"Art. 71. Capital. - The Capitalization of cooperatives and the accounting procedures shall be governed by the provisions of this Code and the regulations which shall be issued."
Section 2. Capital Sources. Capitalization of a duly registered cooperative may be derived from any or all of the following sources;
1. Members' Share Capital;
2. Loans and Borrowing Including Deposits;
3. Revolving Capital which consist of the deferred payment of patronage refunds, or interest on share capital; and
4. Subsidies, donations, legacies, grants, aids and such other assistance from any local or foreign institution whether public or private; Provided, That capital coming from such subsidies, donations, legacies, grants, aids and other assistance shall not be divided into individual share capital holdings at any time but shall instead form part of the donated capital or fund of the cooperative.
Section 3. Share Capital. The Share Capital of a cooperative, the per value of which may be fixed at any figure not more than One Thousand Pesos (P1,000.00), may consist of common share capital and preferred share capital if the latter is provided for under the cooperative's Articles of Cooperation and By-laws. The share capital contribution of the members shall be considered as equity. Provided, that it shall not be withdrawn and should not be used in offsetting obligations whether past due or current while the membership subsists.
(a) Common Share Capital shall be issued only to regular members. Its holders shall be entitled to vote and be voted under the principle of one-man, one vote principle, and shall receive interest, the rate which should not exceeded the normal rate on investment.
(b) Preferred Share Capital may be issued to regular and associate members. However, associate Members shall not be eligible to vote nor be voted on account of such shareholdings but shall be entitled to, among others the following:
1. Preference in the payment of interest as provided for in the Bylaws of the cooperative; and
2. In case of liquidation, priority in the distribution on Preferred Share Capital shall be prescribed in the By-laws of the cooperative.
Section 4. Preferred Shares. Issuance and limitation on Preferred Share Capital shall be prescribed in the By-laws of the cooperative.
Section 5. Capital Build-Up. The By-laws of every cooperative shall provide for a reasonable and realistic member capital build-up program to allow the continuing growth of the members' investment in their cooperative as their own economic conditions continue to improve.
Section 6. Limitation on Share Capital Holdings. No member of a primary cooperative other that a cooperative itself shall own or hold mere than ten percent (10%) of the share capital of the cooperative. In the case of Secondary and Tertiary Cooperatives, members should own not more that ten percent (10%) of the share capital of the cooperative.
Section 7. Fines on Unpaid Subscribed Share capital. The By-laws of a cooperative shall prescribe a fine on unpaid subscribed share capital. Provided, that such fine is fair and reasonable under the circumstances as determined by the Board of Directors.
Section 8. Assignment of Share Capital Contribution or Interest. Subject to the provision of R.A. 9520, no member shall transfer his/her shares or interest in the cooperative or any part thereof unless:
1. He/She has held such share capital contribution or interest for not less than one (1) year;
2. The assignment is made to the cooperative or to a person who falls within the field of membership of the cooperative; and
3. The Board of Directors has approved such assignment.
Section 9. Interest on Share Capital. Interest on Share Capital shall not exceed the Rate of Return on Investment.
Unless otherwise provided for in the By-laws of the cooperative, share capital shall earn interest; the Rate of Interest shall be computed as follows:
Rate of Interest = X (Net Surplus less Statutory Reserves)
________________________________
Total Average Share Month
Where: X shall be a percentage to be determined by the Board of Directors allocated for interest on share capital.
No allocation of interest on share capital shall be made without the approval of the Board of Directors which may increase or decrease any or both.
Payment of interest, unless otherwise provided for in the By-laws, must be made on such date as may be determined by the Board of Directors. The General/Representative Assembly ',owever, upon the recommendation of the Board of Directors, may defer the payment of such interest including Patronage Refund to raise Revolving Capital.
No cumulative interest shall be allowed for any kind or class of share issued by the cooperative.
Share Capital shall receive a strictly limited Rate of Interest.
Section 10. Withdrawal of Share Capital. A member of a cooperative may, for any valid reason, withdraw his/her membership from the cooperative by giving a sixty (60) days notice to the Board of Directors. Subject to the By-laws of the cooperative, the withdrawing member shall be entitled to a refund of his/her share capital contribution and all other interests in the cooperative. Provided, That such refund shall not be made if upon such payment the value of the assets of the cooperative would be less than the aggregate amount of its debts and liabilities exclusive of his/her share capital contribution.
Section 11. Patronage Refund. The principle of Patronage Refund is a principle of a equity wherein an equal right of members to participate in the organization and to equitably share in the benefits accruing is established. Under the principle, the Net Surplus shall not be construed as profit, but as excess payments made by them from the cooperative and which shall be deemed to have been returned to them if the same is distributed as prescribed by the Code and by this Rule. Provided, however, That the amount allocated for patronage refund shall not be less than thirty percent (30%) of the net surplus after deducting the statutory reserves based on the principle of equity. Provided, further, that in no case shall the rate of patronage refund be more than twice the rate of interest on share capital.
Section 12. Accounting Procedure. The accounting system to be installed/maintained in the cooperative shall be in accordance with the generally accepted accounting principles and practices, taking into consideration cooperative principles and practices. The cooperative shall use the Standard Chart of Accounts and its accompanying Accounting Manual prescribed by the Authority.
RULE 11
SOCIAL AUDIT OF COOPERATIVE
Section 1. Legal Basis. The legal basis for this Rule is Art. 80, paragraph 4, 5 and 6 of the Code, quoted as follows:
"Art. 80. Annual Audit. - Cooperatives registered under this Code shall be subject to an annual financial, performance and social audit."
"The social audit shall be conducted by an independent social auditor accredited by the Authority."
"The Authority in consultation with the cooperative sector, shall promulgated the rules and standards for the social audit of cooperatives."
Section 2. Coverage. All registered cooperatives regardless of types and categories shall be subject to social audit.
Section 3. Social Audit. It is a procedure where the cooperative assesses its social impact and ethical performance vis-à-vis its stated mission, vision, goals and code of social responsibility. It is a process to assess the cooperative's contribution for the upliftment of the status not only to its members' economic needs but also social needs and the community where it operates. The cooperative's actual performance and accomplishment are compared to its vision, goals, and social responsibility as it relates to the impact not only to the community but to its regular members as the immediate beneficiary of the decisions and actions it promulgated, passed and implemented. Social Audit will serve as control mechanism to account for its social performance and evaluate its impact in the community taking into account the community development fund which shall be used for projects or activities that will benefit the community where the cooperative operates.
Section 4. Objectives/Uses of Social Audit. Social Audit validates the support of the cooperative to the seventh cooperative principles on the "Concern Community" and determines whether the cooperative work for the community's sustainable development through policies approved by their members. The audit focuses not only to the economic side of the cooperative but also the social aspect of the organization and appraises the cooperative performance as valuebased organization usually participative, user and community oriented and non-profit but service organization and how its social responsibility for its members and the community as a whole was fulfilled. Social Auditing is the systematic review of the attitudes, values, behavior, and degree of interaction of people within the cooperative as well as the policies, programs and activities being implemented by the cooperative.
Section 5. Components and Social Audit Indicators. The Social Audit of the cooperative shall consists of but not limited to the following major components/categories with its objectives:
1. Membership. To determine the effectiveness of the cooperative in meeting the needs of its members vis-à-vis the socio-economic upliftment and empowerment of the members.
2. Assets building. To determine the cooperatives' performance in building up its economic capacity to respond to its social responsibility and development income generating undertakings for its members.
3. Community Involvement and Solidarity. To determine the degree of community, social, environmental involvement and solidarity of the cooperative. In relation to this, all cooperatives are encourage to promote environmental awareness and instill environmental protection and conservation to their members and the community where they operate, and as far as practicable to conduct tree-planting activities in the community where they operate or its immediate environs.
4. Information accessing and dissemination. To determine the capability of the cooperative to access, process and disseminate information from/to its members and community. It looks into the function of the organization as an empowering and responsive mechanism.
5. Gender, Youth, Elderly, Children, and Persons with Disability. To determine how the cooperative has contributed in the social capital development for the welfare of the youth, the elderly, children, and persons with disability and the promotion of the gender fair culture and practices.
6. Leadership and Organizational Management. To highlight the attributes of the leaders/officers of the cooperative and efficiency in managing the affairs of the organization as it relates with its members and with government.
Section 6. Social Audit Manual. The Authority shall develop a Social Audit Manual that will be used for the purpose.
Section 7. Applicability. All registered cooperatives shall submit to the Authority the Annual social Audit Report as conducted by an Independent Social Auditor accredited by the Authority.
Section 8. Sanctions. The failure of the cooperatives to the Authority of the required Social Audit Report conducted by the Accredited Independent Social Auditor shall mean non-compliance with the required reports and will be meted with corresponding penalties in accordance with R.A. 9520.
Section 9. Transitory Period. All cooperative are hereby given two (2) years from effectivity of this Rule to comply with the Social Audit Requirements as provided above.
RULE 12
FINANCIAL SERVICE COOPERATIVE (FSC)
Section 1. Legal Basis. The legal basis for this Rule is Art. 121 (1) and (14) of the Code, quoted as follows:
"Art. 121. Regulation and Supervision. - The Authority shall exercise lead regularity powers and supervision over the operations of the financial service cooperatives, to wit:
(1) Issue rules and regulations for the safe and sound operations of financial service cooperatives. xxx
(14) Appoint a conservator or a receiver as may be necessary subject to the rules and regulations to be promulgated by the Authority in coordination with the BSP, taking into consideration the grounds, powers and procedures under Sections 29 and 30 of Republic Act. No. 7653 as may be deemed appropriate to financial service cooperatives.
The Authority shall include in its rules and regulation appropriate sanctions and penalties, on the financial service cooperatives, its members, and officers and responsible, its members, officers and responsible persons, for any action that fails to adhere to sound and prudent management practices or are inconsistent with the provisions of this Code xxx."
Section 2. Functions of FSC. A FSC is a financial organization owned and operated by its members and authorized to provide the following services, exclusively to its members: (a) the functions of credit cooperatives and other cooperatives, including multipurpose cooperatives, that provide savings and credit to their members; and (b) other financial services subject to regulation by the BSP.
Section 3. Coverage. (1) All Financial Service Cooperative organized for the primary purpose of engaging in savings and credit services and other financial services, and (2) Existing cooperatives with savings and credit facilities which has formally notified the Authority of their intention to exercise enhanced functions and satisfied the requirements of CDA for conversion to Financial Service Cooperative.
Section 4. Registration. The Articles of Cooperation and By-laws of any FSC, or any amendment thereto, shall be registered with the Authority only if accompanied by a Certificate of Authority issued by the BSP, under its official seal. Existing cooperative engaged in credit and multi purpose activities, after it has notified the Authority of its decision to exercise enhanced functions and satisfied the requirements for the conversion to Financial Service Cooperative, shall register its amended Articles of Cooperation and By-laws to the Authority upon approval of the Authority and favorable certification of the BSP.
Section 5. Revocation of Authority. The authority granted, may be revoked by the BSP if any of the grounds for receivership mentioned under Section 30 of Republic Act. No. 7653, otherwise known as The New Central Bank Act and sections 53 and 56 of Republic Act No. 8791, otherwise known as An Act Providing for the Regulation of the Organization and Operations of Banks, Quasi-Banks, Trust Entities and for Other Purposes are present or if the FSC has willfully violated the Code or any of the related rules and regulations.
Section 6. Minimum Capitalization Requirements. Only those cooperatives with minimum Paid-up capital of at least Ten Million pesos (Php 10,000,000.00) shall qualify to register as FSC without prejudice to additional capital requirements that maybe prescribed by the BSP for a particular financial service regulated by the BSP that will be offered by the FSC.
Section 7. Documentary Requirements. In addition to the documents required by the authority for registration of new cooperative/amendments, the following shall be likewise submitted:
1. Certificate of Authority from BSP;
2. Resolution of the Board stating that:
2.1 The function or one of the functions of the cooperative shall be savings, credit and other financial services;
2.2 The amount of paid-up capital allocated for such purposes shall be at least Ten Million Pesos (Php 10,000,000.00);
3. Undertaking to accomplish within a year from the issuance of Certificate of Registration to establish the business site equipped with facilities, forms, stationeries, and vault and provide required special training/seminar for officers of the cooperative;
4. Audited Financial Statement of the immediately preceding year in case of existing cooperative;
5. Other papers, which may be required by Authority.
Section 8. Reportorial Requirements. The FSC shall submit the regular reports as provided under Section 2 of Rule 8 of this Rule.
Section 9. Membership and Affiliation. A FSC shall have two (2) types of members: (1) Regular members, who are natural persons; and (2) Associate members who are natural persons but who do not immediately qualify under the requirements for membership set out in the By-laws of the cooperative. All associate members who are natural persons shall be given two (2) years to become regular members. Failure to convert within said period shall mean automatic withdrawal of their associate membership. They may, however, re-apply as regular members after two (2) years. Minors who are dependents of regular members can qualify as associate members. When they reach the age of majority and within two (2) years from acceptance of their associate membership, they have the option to convert into regular members. As associate members, they may open accounts, deposit funds, and withdraw from their account, subject to the By-laws and rules of the cooperative, and the rules and regulations of the Authority, notwithstanding the provisions of existing laws to the contrary.
Section 10. Officers. The officers of the FSC shall be composed of the Members of the Board of Directors, Committee Members, General Manager or Chief Executive Officer, Secretary, Treasurer and Members holding other positions as may be provided for in their By-laws.
Section 11. Bonding of Accountable Officers. Every Director, Officer, and Employees handling funds, securities, or property on behalf of the FSC shall be covered by a surety bond to be issued by a duly registered insurance or bonding company for the faithful performance of their respective duties and obligations. The Board of Directors shall determine the adequacy of such bonds.
Section 12. Compensation. In the absence of any provision in the By-laws fixing their compensation, the Directors, shall not receive any compensation except for reasonable per diems: Provided, however, That the Directors and Officers shall not be entitled to any per diem when, in the preceding calendar year, the cooperative reported a net loss or had dividend rate less than the official inflation rate for the year. 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 further, That no additional compensation other than per diems shall be paid during the first year of existence of the FSC. Provided finally, That the immediately preceding proviso shall not apply to cooperatives which converted into Financial Service Cooperative. The compensation of Officers as well as the Members of the Committee created pursuant to the Code or its By-laws maybe fixed in By-laws.
Section 13. Removal of Officers. All complaints for the removal of any elected Officer shall be filed with the Board of Directors. Such Officer shall be given the opportunity to be heard. Majority of the Board of Directors may place the Officer concerned under preventive suspension pending the resolution of the investigation which period shall be specified in the By-laws or policies of the cooperative duly approved by the General/Representative Assembly. Upon finding of a prima facie evidence of guilt, the Board of Directors shall present its recommendation for removal to the General/Representative Assembly.
An Elective Officer may be removed by three-fourths (3/4) vote of the regular members present and constituting a quorum in a regular or special general assembly meeting called for the purpose. The Officer concerned shall be given an opportunity to be heard at said assembly.
Section 14. Net worth. The Net Worth of the FSC shall, at all times, not be less than an amount equal to eight percent (8%) of its risk assets. The net worth positions should be sufficient to meet competitive pressure and adverse economic conditions as they arise. It should enhance the safety of the members' share and keep pace with growth in FSC assets.
Section 15. Deposit and Borrowing Operations. Savings and Time Deposits with FSC may be opened with a minimum amount to be determined by the Board of Directors. Only members and its affiliate laboratory cooperative may open savings and/or time deposit accounts. The FSC, through the Board of Directors as authorized by the General Assembly, may borrow from any source at the best terms or conditions available and in such amount that may be needed.
Section 16. Reserve Requirements against Deposit Liabilities. FSC shall maintain a Liquidity Reserve Fund that will be restricted in nature equivalent to at least two percent (2%) of their savings and time deposit liabilities.
Section 17. Loans. The Board of Directors shall be responsible for setting loan policies and lending procedures. It shall comply with the provisions of R.A. 3765, otherwise known as the "Truth in Lending Act" and shall make the true and effective cost of borrowing, an integral part of every loan contract.
Section 18. Investment Program. A sound investment program shall be the sole responsibility and accountability of the Board of Directors. The scope of the program will depend largely on the FSC size and the extent of its surplus funds. Investment policies should be in writing and should address the safety, liquidity and yield, diversification, delegation of authority, and valuation/assessment of securities. The FSC shall not invest in any single entity more than 20% of its net worth.
Section 19. Internal Control. The FSC shall adopt a proper plan of organization, accounting control, accounting system, administrative control, internal control standards, accounting records procedures and other measures to safeguard the FSC's assets, check the accuracy and reliability of accounting data, promote operational efficiency, and encourage adherence to prescribed managerial policies.
Section 20. Performance Standards. A policy of transparency and openness must be always maintained whereby the Books of Accounts, General/Representative Assembly, Board Resolutions and Committee Reports are properly kept and made accessible to members, and the regular financial statements are periodically prepared and made known to the members, to the Authority and to other parties interested in the FSC's operations.
Section 21. Standard Chart of Accounts. All FSCs shall adopt the Standard Chart of Accounts and its accompanying Accounting Manual for Credit and Other Types of Cooperatives with Credit Service issued by the Authority.
Section 22. Manual of Rules and Regulations. The Authority shall develop a Manual that will cover: (1) the Rules and Regulations for the safe and sound conduct of operations of Financial Service Cooperatives; (2) Rules and Regulations for the appointment of a Conservator or a Receiver as may be necessary in coordination with the BSP, taking into consideration the grounds, powers and procedures under Section 29 and 30 of Republic Act No. 7653 as may deemed appropriate to Financial Service Cooperatives; and (3) the appropriate sanctions and penalties on the Financial Service Cooperatives, its Members, Officers and Responsible Persons, for any action that fails to adhere to sound and prudent management practices or are inconsistent with the provisions of the Code, other applicable laws on cooperatives, rules, regulations, circulars or orders issued by the Authority, and require the cooperative to undertake corrective or remedial measures relative thereto.
The appropriate prudential Rules and Regulations applicable to the Financial Service Cooperatives will be developed by the BSP, in coordination with the Authority.
Section Sec. 23. Prohibition. The terms 'Credit Cooperatives', 'Financial Service Cooperative', and 'Financial Service Cooperative Federation' shall be used exclusively by those who are duly registered under the Code, and no person, group of persons, or organization shall use the said terms unless duly registered with the Authority. Violations of this prohibition shall be punishable in accordance with Art. 140 of the Code.
RULE 13
VOLUNTARY ARBITRATION
Section 1. Legal Basis. The legal basis for this Rule is Art. 137 of the Code quoted as follows:
"Art. 137. Settlement of Disputes, Conciliation, and Mediation Proceedings. - Disputes among members, officers, directors, and committee members, and intra-cooperative, inter-cooperative, intra-federation or intra-federation disputes shall, as far as practicable, be settled amicably in accordance with the conciliation or mediation mechanism embodied in the bylaws of cooperatives and in such other applicable laws.
The conciliation and mediation committee of the cooperative shall facilitate the amicable settlement of intra-cooperative disputes and disputes among members, officers, directors, and committee members.
Should such conciliation and mediation proceedings fail, the matter shall be settled through voluntary arbitration: Provided, however, That before any party can validly file a complaint with the Authority for voluntary arbitration, it must first secure a certification from its conciliation and mediation committee and from the cooperative union or federation to which it belongs that despite all efforts to settle the issues, the same have failed.
The jurisdiction of the voluntary arbitration shall be exclusive and original and their decisions shall be appealable to the Office of the President. The Authority shall issue and adopt the proper rules of procedure governing arbitration as the primary and exclusive mode for dispute resolution in accordance with the Alternative Dispute Resolution Act of 2004.
For this purpose, the Authority shall constitute a list of Qualified Voluntary Arbitrators."
Section 2. Exclusive and Original Jurisdiction of the Voluntary Arbitrator/Arbitrator. The Voluntary Arbitrator/Arbitrator mutually chosen by the parties shall have exclusive and original jurisdiction over the dispute, and their decision shall be appealable to the Office of the President of the Republic of the Philippines.
Section 3. Powers/Authority of the Voluntary Arbitrator/s. The Voluntary Arbitrator/s shall have the following powers/authority:
a. To hold hearings and to receive evidence necessary to resolve the issue/s subject of the dispute.
b. To require any person to attend hearing/s as witness or to cause production of documents when the relevancy and the materiality thereof are vital to the resolution of the case.
c. To administer oath.
d. To cite contempt any person disturbing the proceeding and/or who willfully defy lawful orders of the Voluntary Arbitrator/Arbitrators.
e. To issue a Writ of Execution, if necessary.
f. To exercise such other powers and functions as may be necessary to resolve the dispute.
Section 4. Nature of Proceedings. Voluntary Arbitration is an administrative proceeding. The technical rules applicable to court or judicial proceedings may not apply strictly. However, the requirements of due process must be observed at all times. The hearing may proceed even in the absence of any party, provided the parties were duly notified and their failure to appear in such scheduled meeting is unjustified as determined by the Voluntary Arbitrator/s handling the proceedings.
Section 5. Coverage. All intra/inter cooperative disputes not resolved amicably in accordance with the Conciliation/Mediation Mechanisms embodied in the By-laws of a cooperative shall be governed by this Rule.
Section 6. Commencement of Action. Any party of a dispute not resolved through Conciliation/Mediation Proceeding in the primary and union/federation level can commence an action for Voluntary Arbitration by filing a Verified Complaint with the Authority.
In the case of a primary cooperative affiliated with any federation/union, the complaint shall be accompanied by a Certificate of Non-Settlement issued by the said federation/union to which the primary cooperative is affiliated with.
In the case of a primary cooperative not affiliated with any federation or union, the complaint shall be accompanied by a Certificate of Non-Settlement issued by the Conciliation/Mediation Committee of such primary cooperative together with a Certificate of Non-Affiliation with any Federation/Union signed by the Chairperson of the Board of Directors of the same cooperative.
Section 7. Venue of Action. All complaints shall be filed with CDA-Extension Office having administrative jurisdiction over the cooperatives. However, for complaints involving cooperatives registered with the Central Office such complaint shall be filed with the latter.
Section 8. Contents of the Complaint. The complaint shall contain:
1. The Names and Addresses of the Complainant/s and Respondent/s;
2. A Brief Description of the Complaint and the Documentary Evidences, if any; and
3. The Relief Prayed For.
Section 9. Parties to the Dispute. The Party who filed the complaint shall be called the "Complainant/s" and the Party complained of shall be called the "Respondent/s".
Section 10. Procedures. Upon receipt of the Complaint, the Authority shall issue a Notice/Summons to the Respondent/s to file Answer/Comment. Upon receipt of the Answer/Comment, a Preliminary Conference shall be scheduled.
Section 11. Preliminary Conference. A Notice shall be sent to all parties concerned, indicating the time and date of the conference. The Notice shall be served on Counsel, or on the party who has no Counsel. It shall be the duty of the parties or their Counsel to appear at the Preliminary Conference. The non-appearance of a party may be excused only if a valid cause is shown therefore or if a Representative shall appear in his/her behalf fully authorized in writing. The unjustified failure of the Complaint to appear in the Preliminary Conference shall be cause for dismissal of the complaint. A similar failure on the part of the Respondent at the first instance, a second Notice/Summons shall be issued. Non-compliance with the second Notice/Summons by the Respondent/s shall be cause for the dismissal of the complaint. However, a Certificate of Non-Resolution may be issued upon request of the Complainant.
Whenever the Respondent's whereabouts are unknown or cannot be ascertained by diligent inquiry, the notice may be effected by publication in a newspaper of general circulation at the expense of the complainant, otherwise the complaint shall be dismissed. However, a Certificate of Non-Resolution may be issued to the Complainant.
Should the parties appear in the Preliminary Conference, the parties shall be required to sign a Submission Agreement.
Section 12. Contents of the Submission Agreement. The Agreement shall contain, among other things, the following matters:
1. The agreement to submit to Voluntary Arbitration;
2. The specific issue/s or dispute/s to be submitted for resolution;
3. The name of the Voluntary Arbitrator/s chosen by the parties;
4. The manner of paying the cost of arbitration proceedings including the Arbitrator's fee;
5. The name of the public official whom the parties may designate to execute the final decision or award, if necessary; and
6. The Agreement to perform or abide by the Decision/Award.
Section 13. Arbitration Proceedings. All parties to the dispute shall attend the arbitration proceedings. The attendance of any third party or the exclusion of any witness in the proceeding shall be determined by the Voluntary Arbitrator/s. Hearings may be adjourned for a valid cause or upon agreement of the parties. Unless the parties agree otherwise, it is mandatory for the Voluntary Arbitrator/s to render a Decision or Award within thirty (30) calendar days from the date the parties agreed to submit the case for resolution.
Section 14. Decision/Award. The final disposition of the issue/s submitted to Voluntary Arbitration is the Decision/Award.
The Decision or Award must be stated in clear, concise and definite terms. It shall include the facts and the law and/or contract upon which the Decision/Award is based and shall be signed by the Voluntary Arbitrator/s. A copy of this Decision/Award shall be furnished the Authority.
Section 15. Extent of Decision/Award. The Voluntary Arbitrator/s shall have the power to decide only the matters which have been submitted for arbitration.
Section 16. Enforcement/Execution of Decision/Award. The parties shall comply voluntarily and faithfully the Decision/Award. In instances of non-compliance, a Motion to Enforce or Execute may be filed with the Voluntary Arbitrator/s who may issue a Writ Execution requiring either the sheriff of the Authority, if any, or the regular courts or any public official whom the parties may designate in the submission agreement to execute the final decision or award.
Section 17. Appeal to the Office of the President of the Republic of the Philippines. The Decision/Award rendered shall be appealable to the Office of the President of the Republic of the Philippines. The Appeal is taken by filing a Notice of Appeal within fifteen (15) days after receipt of the copy of the Decision/Award appealed from. If no appeal is filed within the time as provided herein, such Decision/Award becomes final and executory.
Section 18. Stenographic Notes/Transcript. The Voluntary Arbitrator/Arbitrator shall arrange the taking of stenographic notes/transcript of the testimony when one or more parties request such a record, and such party or parties thereof assume payment of the cost.
Section 19. Cost of Arbitration and Arbitrator's Fee. Unless agreed otherwise, the parties shall equally share the cost of the proceedings including the Arbitrator's Fee.
Section 20. Accreditation of Voluntary Arbitrator/s. The Authority shall issue guidelines concerning the accreditation and de-listing of Voluntary Arbitrator/s as well as the list of qualified Voluntary Arbitrator/s.
COMMON PROVISIONS
Section 1. Requirements. A copy of these Rules shall be among the documents required to be kept ready and accessible for inspection and examination by the members of the cooperative and the Authority in accordance with Art. 52 of the Code.
Section 2. Interpretation. Unless otherwise stated in these Rules, in case of doubt as to the meaning of any provision of these Rules, the same shall be resolved and interpreted liberally in favor of the cooperatives and their members.
Section 3. Suppletory Rule. Bureau of Local Government Finance Memorandum Circular No. ____ and Bangko Sentral ng Pilipinas Circular No. 682, S-2010 shall from part of these Rules. Special Rules, Circulars, Orders and other issuances by appropriate government agencies in pursuance of the provisions of the Code and these Rules, and not inconsistent thereto, shall have suppletoy application to these Rules.
Section 4. Mandate. The Authority is mandated to implement and enforce these Rules and Regulations.
Section 5. Applicability. The provisions of this Rule shall apply to Rules 1 to 13.
Section 6. Separability. If any provision of these Rules and Regulations is declared null and void or unconstitutional, the other provisions not affected thereby shall continue to be in force and effect.
Section 7. Amendment. These Rules and Regulations shall be subject to automatic review three (3) years after the effectivity thereof. Any amendment thereto, shall be subject to the review and approval of the JCOCC.
Section 8. Effectivity. These Rules and Regulations shall take effect fifteen (15) days after publication in the Official Gazette or in a newspaper or general circulation.
RECOMMENDING APPROVAL:
FOR THE BOARD OF ADMINISTRATORS
COOPERATIVE DEVELOPMENT AUTHORITY
LECIRA V. JUAREZ
Chairman
This Implementing Rules and Regulations (Part I) was approved by the Joint Congressional Oversight Committee on Cooperatives during its meeting on February 16, 2010 at the Senate of the Philippines, Pasay City pursuant to Article 138 of RA 9520.
For Joint Congressional Oversight Committee on Cooperatives
For the Senate of the Philippines: For the House of Representatives:
Sen. JUAN MIGUEL F. ZUBIRI Rep. ERNESTO C. PABLO
Chair, Senate Panel Chair, House Panel
RULES AND REGULATIONS IMPLEMENTING THE SPECIAL PROVISIONS OF THE PHILIPPINE COOPERATIVE CODE OF 2008
(REPUBLIC ACT NO. 9520)
TITLE AND DEFINITIONS
Section 1. Title. These Rules shall be known as the "Rules and Regulations Implementing the Special Provisions of the Philippine Cooperative Code of 2008."
Section 2. Definition of Terms. For the purpose of these Rules and Regulations, the following terms are defined as follows:
1. Accreditation - shall refer to the act of the OTC Board of Directors recognize the Transportation Service Cooperatives and which shall take place after registration with the CDA as evidenced by a Certificate of Accreditation.
2. Agrarian Reform Area - shall refer to the area subject to the coverage of Comprehensive Agrarian Reform Program (CARP)/Comprehensive Agrarian Reform Program Extension with Reform (CARPER).
3. Agrarian Reform Beneficiaries (ARBs) - shall refer to the qualified beneficiaries of Comprehensive Agrarian Reform Program (CARP) as defined under Section 22, Chapter VII of R.A. 6657.
4. Agrarian Reform Community (ARC) - shall refer to a community composed and managed by ARBs who are willing to be organized and to undertake the integrated development of an area and/or their organizations or cooperatives as defined under RA 9700, otherwise known as the Comprehensive Agrarian Reform Program Extension with Reform (CARPER) Act.
5. Agrarian Reform Cooperative - shall refer to one organized by marginal farmers majority of which are Agrarian Reform Beneficiaries duly registered with the Authority for the purpose of developing an appropriate system of land tenure, land development, land consolidation or land management in areas covered by agrarian reform and for other purposes as provided by law. The same shall also refer to Agrarian Reform Beneficiaries Cooperative (ARB Coop) as defined in DAR Administrative Order No. 05, Series of 2009.
6. Authority - shall refer to Cooperative Development Authority (CDA).
7. BFAD - shall refer to Bureau of Food and Drugs.
8. Blanket Loan/Wholesale Loan - shall refer to a housing loan contracted/obtained by a housing cooperative intended to identify member-beneficiaries for land acquisition, land improvement, house construction, home improvement, or renovation and other similar purposes.
9. BSP - shall refer to Bangko Sentral Pilipinas.
10. CGS - shall refer to the Certificate of Good Standing issued by the Authority to all types of cooperatives. Transportation Service Cooperative shall also secure another CGS from OTC or LGU, whichever is applicable.
11. CLOA - shall refer to the Certificate of Land Ownership Award.
12. Commission - shall refer to the Insurance Commission.
13. Cooperative Education and Transport Operation Seminar (CETOS) - shall refer to seminars conducted by CDA and/or OTC for the purpose of providing continuing education on cooperative and transport operation to enhance the knowledge and capability of the officers as well as the members of the Transportation Service Cooperative.
14. Cooperative Housing Program - shall refer to an alternative housing approach, in partnership with government/non-government agencies involved in a housing program, undertaken by a financially and organizationally stable cooperative to address the housing problems of its members primarily the low-income earners through its own cooperative efforts in planning and direct production of affordable, decent and adequate housing units.
15. CPCN/Franchise/Permit - shall refer to the Certificate of Public Convenience and Necessity issued by the appropriate government agencies which authorizes the grantee thereof to render the appropriate public service.
16. Dairy Cooperative - shall refer to one whose members are engaged in the production of fresh milk which may be processed and/or marketed as dairy products.
17. Distribution of Electricity - shall refer to the conveyance of electric power by a distribution utility through its distribution system pursuant to the provisions of the EPIRA Law.
18. Distribution of Utility - shall refer to any Electric Cooperative, private corporation, government-owned utility, or existing local government unit which has an exclusive franchise to operate a distribution system in accordance with the EPIRA Law.
19. DAR - shall refer to the Department of Agrarian Reform.
20. DOH - shall refer to Department of Health.
21. DOTC - shall refer to Department of Transportation and Communications.
22. Electric Cooperative - shall refer to one organized for the primary purpose of undertaking power generation, utilizing renewable energy sources, including hybrid system, acquisition and operation of subtransmission or distribution to its household members.
23. Extension Offices - shall refer to the offices of the Authority covering one geo-political region each as their area of jurisdiction.
24. EPIRA - shall refer to the Electric Power Industry Reform Act of 2001.
25. GSIS - shall refer to the Government Service Insurance System.
26. High Rise/Condominium Housing - shall refer to the construction of at least five (5) storey residential building in high density urban and rural areas to provide housing to low income earners.
27. HDMF - shall refer to the Home Development Mutual Fund or Pag-IBIG Fund.
28. HLURB - shall refer to the Housing and Land Use Regulatory Board.
29. Housing Beneficiaries - shall refer to regular members in good standing of the Housing Cooperative who actively in the By-laws and duly approved internal policies of the cooperative.
30. Housing Cooperative - shall refer to one organized to assist or provide access to housing for the benefit of its regular members who actively participate in the savings program for housing. It is co-owned and controlled by its members.
31. Insurance Cooperative - shall refer to one engaged in the business of insuring life and property of cooperatives and their members. It shall also refer to Cooperative Insurance Societies (CIS).
32. Insurance Like Activity - shall refer to any activity involving regular collection of premiums, fees, contributions, or charges prior to the occurrence of contingent event and the payment of guaranteed benefits upon the occurrence of such event.
33. LBP - shall refer to the Land Bank of the Philippines.
34. LGU - shall refer to Local Government Unit.
35. LTFRB - shall refer to the Land Transportation Franchising and Regulatory Board.
36. LTO - shall refer to the Land Transportation Office.
37. LWUA - shall refer to the Local Water Utilities Administration, created under PD 198, as amended.
38. MARINA - shall refer to Maritime Industry Authority.
39. Marginal Farmers - shall refer to farmers who are tilling an area of not more than three (3) hectares.
40. Medium Rise Housing - shall refer to the construction of a maximum of four (4) storey residential building in high density urban and rural areas to provide housing to low income earners.
41. Member in Good Standing - shall refer to one who is a regular member and has complied with all the requisites for membership. One who possesses all the qualifications and none of the disqualifications provided in the Cooperative By-laws as ascertained by the Board of Directors and has the right to vote and be voted upon.
42. Micro-Insurance - shall refer to an activity providing specific insurance, insurance-like, and other similar products and services that meet the needs of the low-income sector for risk protection and relief against distress, misfortune and other contingent events. This shall include all forms of insurance, insurance-like and other similar activities, as may be defined by concerned regulatory bodies with features such as: premiums, contributions, fees or charges collected/deducted prior to the occurrence of a contingent event and guaranteed benefits provided upon occurrence of a contingent event.
43. Micro-Insurance Product - shall refer to a financial product or service that meets the risk protection needs of the poor where the amount of premiums, contributions, fees or charges computed on a daily basis does not exceed five percent (5%) of the current daily minimum wage rate for non-agricultural workers in Metro Manila, as approved by the National Wages Productivity Board (NWPB)/Regional Tripartite Wages Productivity Board (RTWPB) and the maximum sum of guaranteed benefits is not more than 500 times the daily minimum wage rate for non-agricultural workers in Metro Manila.
44. NDA - shall refer to National Dairy Authority.
45. Next of Kin - shall, for purposes of succession, refer to an natural person who is an heir of an agrarian reform beneficiary and who is qualified to be a member of the cooperative as ARB under its By-laws and as determined by DAR.
46. NHA - shall refer to the National Housing Authority.
47. NWRB - shall refer to the National Water Resources Board, created under PD 424.
48. OTC - shall refer to the Office of Transportation Cooperatives.
49. PCG - shall refer to the Philippine Coast Guard.
50. Referendum - shall refer to a mechanism of securing the approval of the general membership of an Electric Cooperative on issues affecting its registration, operation, and management.
51. Regular Insurance Product - shall refer to all other insurance policies not covered by Micro-Insurance Product.
52. Renewable Energy Resources - shall refer to energy resources that do no have an upper limit on the total quality to be used. Such resources are renewable on a regular basis and the renewable rate is rapid enough to consider availability over an infinite time. These include among others, biomass, solar, wind, hydro and ocean energy.
53. RTWPB - shall refer to the Regional Tripartite Wages Productivity Board.
54. SSS - shall refer to the Social Security System.
55. Socialized Housing - shall refer to the housing program and project undertaken by the government and private sector for the underprivileged and homeless which may also be undertaken by a Housing Cooperative. This includes sites and services development, long-term financing and liberalized terms on interest payments.
56. Sub-transmission Assets - shall refer to the facilities related to the power delivery service below the transmission voltages and based on the functional assignment of assets, including, but not limited to stepdown transformers used solely by load customers, associated switchyard/substation, control and protective equipment, reactive compensation equipment to improve customer power factor, overhead lines, and the land where such facilities/equipment are located. These include NPC assets linking transmission system and the distribution system which are neither classified as generation nor transmission.
57. Supply of Electricity - shall refer to the sale of electricity by a party other than a generator or a distributor in the franchise area of a distribution utility using the wires of the distribution utility concerned.
58. Technical Plan - shall refer to all technical documents required in planning a housing project namely, the bar chart and construction schedule, systematic development plan, the architectural and detailed engineering and housing design, contract documents, technical and material specification.
59. Transmission of Electricity - shall refer to the conveyance of electricity through the high voltage system.
60. Transportation Service Cooperative - shall refer to one which engages in land and sea transportation, limited to small vessels, as defined or classified under the Philippine Maritime laws, organized under the provision of the Code.
61. Urban Areas - shall refer to all cities regardless of their population density and to municipalities with a population density of at least 500 persons per square kilometer.
62. Urbanizable Areas - shall refer to the sites and lands within display marked and great potential of becoming urban areas within the period of five (5) years.
63. Water Tariff - shall refer to the water rate charged to customers/members for water consumption as determined by the cooperative and approved by the NWRB.
64. Water Permit - shall refer to the authority to appropriate and use water.
65. Water Right - shall refer to the privilege granted by the government to appropriate and use water.
66. Water Service Cooperative - shall refer to a duly registered cooperative organized to own, operate, and manage water supply systems for the provision and distribution of potable water for its members/consumers.
67. Water Supply - shall refer to the supply of potable water as provided by the cooperative for domestic, industrial, commercial, and other uses.
68. Worker Beneficiaries - shall refer to a natural person who renders service for a value as an employee or laborer in an agricultural enterprise or farm within an ARC, regardless of whether his compensation is paid on a daily, weekly, monthly or "pakyaw" basis.
RULE I - HOUSING COOPERATIVES
Pursuant to the provisions of Art. 62(13) (par.2) under Chapter V of Republic Act No. 9520, otherwise known as the Philippine Cooperative Code of 2008, the Cooperative Development Authority in consultation with NHA, HDMF, SSS, LBP, and concerned cooperative sector hereby promulgates the following rules and Regulations for the proper guidance and compliance of Housing Cooperatives.
Section 1. Coverage. This Rule shall cover all cooperatives duly registered with the Authority under R.A. 9520 organized to assist or provide access to housing for the benefit of its regular members.
Section 2. Organization. Fifteen (15) or more natural persons who are Filipino citizens, of legal age, having a common bond of interest and actually residing or working in the intended area of operation, may organize a housing cooperative.
Section 3. Purpose and Objectives. A Housing Cooperative shall be organized for any or all of the following purposes:
(1) To facilitate access and/or provide affordable housing units to its members;
(2) To create a resource mobilization program to ensure financial stability for the cooperative;
(3) To foster and strengthen the principles of cooperativism by promoting a comprehensive and integrated community development program which are planned and managed by the cooperative members thereby ensuring a sustained and self-reliant cooperative community.
(4) To develop collaborative efforts and partnership with other cooperatives, CDA, NHA, GSIS, HDMF, SSS, LBP, DBP, HLURB and other government agencies, financial institutions and entities thereby assuring availability of resources and lower cost of housing development.
(5) To expand the cooperatives business operations by stabilizing the available resources for the continuing production of housing units for its members.
(6) To undertake such other economic or social activities as may be necessary or incidental in the pursuit of the foregoing purposes.
Section 4. Housing Programs and activities. Housing Cooperatives may engage in the following activities:
a. Socialized Housing;
b. Medium Rise Public and Private Housing;
c. High Rise/Condominium Housing;
d. Student/Faculty Dormitory Housing;
e. Production and Distribution of Housing Materials;
f. Estate Management; and
g. Other similar activities.
Section 5. Registration Jurisdiction. Housing Cooperatives shall file their application for registration with the CDA Extension Office, which shall have jurisdiction over the said cooperatives.
Section 6. Capitalization. For purposes of registration with the Authority, a housing cooperative shall have a minimum paid-up capitalization of Fifteen Thousand Pesos (P 15, 000.00).
Section 7. Requirements for Registration. The following shall be complied with upon filing of application:
A. New Applicant
(1) Name Verification Slip;
(2) Articles of Cooperation and by-Laws;
(3) Sworn Statement of the treasurer elected by the subscribers showing that at least ` twenty-five per centum (25%) of the authorized share capital has been subscribed and at least twenty-five per centum (25%) of the total subscription has been paid: Provided, That in no case shall the paid-up share capital be less than Fifteen Thousand Pesos (15,000.00);
(4) Surely Bond of Accountable Officers handling funds, properties and securities;
(5) Pre-Membership Education Seminar (PMES);
(6) Economic Survey;
(7) Pre-Feasibility Study of the housing projects undertaking as reviewed by NHA;
(8) Undertaking to Change Name in the event that another cooperative has acquired prior right to the use of the proposed name; and
(9) Registration Fee.
B. Existing Cooperative
(1) Amended Articles of Cooperation and By-laws;
(2) A Resolution certified by the Board Secretary and by the majority of the Board of Directors stating that the said amendments have been duly approved by at least two-thirds (2/3) vote of the members with voting rights;
(3) Audited Financial Statements showing profitable operations for the past two (2) years;
(4) Pre-feasibility study of the housing projects undertaking as reviewed by NHA;
(5) Proof of business track record of the cooperative; and
(6) Amendment Fee.
Section 8. Financing and Technical Assistance. The Authority, in coordination with appropriate government agencies and financial institutions, shall assist the housing cooperative in availing technical and financial assistance for its housing projects.
For this purpose, a special window for the financing of the housing projects shall be created by the appropriate housing agencies and government financial institutions. The financing shall be in the form of blanket loans or wholesale loans to qualified housing cooperatives, with interest rates and terms equal to, or better than those given for socialized housing projects without need for individual processing.
Section 9. Documentary Requirements in Availing for Technical and/or Financial Assistance. The cooperative in availing technical and/or financial assistance shall file its application with the appropriate government financial institutions.
For this purpose, the applicant cooperative shall comply with the documentary requirements as maybe required by such appropriate government financial institution.
Section 10. Conditions for the Proposed Housing Project. The proposed housing project of the cooperative shall have the following features as certified by the NHA:
1. Availability of Land Suitable for Housing. The land proposed for housing is classified as a safe and buildable area and not affected by any government infrastructure project, agricultural or industrial reserve.
2. Land Ownership. The land is owned by the cooperative or there is an on-going negotiation between the landowner and cooperative through a Contract to Sell or Reservation Agreement between the landowner and the cooperative and that the land is free from any liens and encumbrances.
3. Target Beneficiaries. The proposed housing project should have at least 30 initial target member-beneficiaries.
Section 11. Membership. Membership in Housing Cooperatives shall be open to all natural persons who meet the qualifications for membership prescribed in the cooperative By-laws.
Section 12. Regulatory Power. The Authority shall have the power to regulate the internal affairs of Housing Cooperative such as:
a. Exercise of rights and privileges of members;
b. Formulation of rules and procedures and the conduct of meetings of General Assembly, Board of Directors and Committees.
c. Manner of election and qualifications of Officers, Directors and Committee Members;
d. Allocation and distribution of surplus; and
e. Other matters relating to the internal affairs of Housing Cooperatives.
All matters relating to the technical aspects of the housing program and such other similar matters affecting the Housing Cooperatives shall be regulated by the NHA or HLURB as the case maybe.
Section 13. Joint Monitoring and Evaluation Committee. The Joint Monitoring and Evaluation Committee shall be composed of CDA, as the lead agency, NHA, HLURB, HDMF, SSS, GSIS, LBP, DBP, concerned cooperative sector and other appropriate government agencies and financial institutions.
The Committee shall have the following functions:
1. To formulate joint standards for the proper implementation, monitoring, organization, management, and development of cooperative housing project all matters relating to the organizations, management, and development of the cooperative housing projects.
2. To recommend changes to this IRR from time to time if the need arises.
3. To assist in settling inter/intra cooperative disputes.
4. To submit annual accomplishment report to the Authority.
Section 14. Settlement of Disputes. Intra/inter cooperative disputes shall, as far as impracticable, be settled amicably through the conciliation and mediation mechanism embodied in the By-laws of the cooperative, which shall be in accordance with the CDA Guidelines for the Implementation of Conciliation-Mediation for Cooperative Disputes, and in applicable laws.
Should such conciliation-mediation proceedings fail, the matter may be settled through voluntary arbitration or in court of competent jurisdiction.
However, in cases where the dispute/s fall within the jurisdiction of the NHA or HLURB, the same shall be referred to the said agency and it shall be resolved in accordance with the NHA or HLURB regulations.
RULE II - AGRARIAN REFORM COOPERATIVES
Pursuant to the provisions of Art. 93 (6) and Art. 94 (par. 2) under Chapter XI of Republic Act. No. 9520, otherwise known as the Philippine Cooperative Code of 2008, the Authority in consultation with the DAR, BSP, LBP, and the concerned cooperative sector hereby promulgates the following rules and regulations for proper guidance and compliance of Agrarian Reform Cooperatives.
Section 1. Coverage. This Rule shall cover all Agrarian Reform Cooperatives duly registered with the Authority under R.A. No. 9520.
Section 2. Organization. At least fifteen (15) marginal farmers majority of which are Agrarian Reform Beneficiaries in an agrarian reform areas may organized an Agrarian Reform Cooperative.
Section 3. Purposes and Objectives. Agrarian Reform Cooperatives shall be organized for any or all of the following purposes:
(1) To develop an appropriate system of land tenure, land development, land consolidation or land management in areas covered by agrarian reform;
(2) To coordinate and facilitate the dissemination of scientific methods of production and provide assistance in the processing, storage, transport, and marketing of farm products for Agrarian Reform Beneficiaries and their immediate families, hereinafter referred to as "beneficiaries";
(3) To provide financial facilities to beneficiaries for provident or production purposes at reasonable costs;
(4) To arrange and facilitate the expeditious transfer of appropriate and suitable technology to beneficiaries and marginal farmers at the lowest possible costs;
(5) To provide social security benefits, health, medical and social insurance benefits and other social and economic benefits that promote the general welfare of the agrarian reform beneficiaries and marginal farmers;
(6) To provide a non-formal education, vocational/technical training and livelihood program to beneficiaries and marginal farmers;
(7) To act as channels for external assistance and services to the beneficiaries and marginal farmers;
(8) To undertake a comprehensive and integrated development program in agrarian reform and resettlement areas with special concern for the development of agro-based, marine-based, and cottage-based industries;
(9) To represent the beneficiaries on any or all matters that affect their interest; and
(10) To undertake such other economic or social activities as may be necessary or incidental in the pursuit of the foregoing purposes.
Section 4. Registration Jurisdiction. Agrarian Reform Cooperatives shall file their duly accomplished application for registration with the CDA Extension Office, which shall have jurisdiction over the said cooperatives.
Section 5. Registration Requirements. The following shall be complied with upon filing of application:
(1) Name Verification Slip;
(2) Articles of Cooperation and By-Laws;
(3) Sworn Statement of the Treasurer elected by the subscribers showing that at least twenty-five per centum (25%) of the authorized share capital has been subscribed and at least twenty-five per centum (25%) of the total subscription has been paid: Provided, That in no case shall the paid-up share capital be less than Fifteen Thousand Pesos (P15,000.00);
(4) Surety Bond of Accountable Officers;
(5) Pre-Membership Education Seminar (PMES);
(6) Economic Survey;
(7) Undertaking to Change Name in the event that another cooperative has acquired prior right to the use of the proposed name;
(8) Mother CLOA in case of plantation based ARBs;
(9) Written verification from the DAR to the effect that the cooperative organization is needed and desired by the beneficiaries; results of a study that has bee conducted fairly indicate the economic feasibility of organizing the same and that will be economically viable in the operations; that at least majority of the members are Agrarian Reform Beneficiaries, and the same may now be organized and registered in accordance with the requirements of the Philippine Cooperative Code of 2008; and
(10) Registration fee.
Section 6. Cooperative Name. All cooperatives organized for any or all of the purposes/objectives enumerated under Section 3 of this Rule shall always bear the word "Agrarian Reform" whether engaged in the operation of public utilities and services and/or other business activities/services.
Existing ARB Coops shall amend their cooperative name to conform to this Section.
Section 7. Amendments of Articles of Cooperation and By-laws. Agrarian Reform Cooperative intending to engage in the operation of public utilities and services shall amend its Articles of Cooperation and By-Laws to legally provide for such services. IT shall also comply with the other requirements imposed by the Authority and the appropriate government agencies for cooperatives engaged in public utilities and services.
Section 8. Capitalization. For purposes of registration with the Authority, Agrarian Reform Cooperatives shall have a minimum paid up capitalization of Fifteen Thousand Pesos (P15,000.00).
However, to engage in the operation of public utilities and services, the minimum capitalization shall be in accordance with the Rules and Regulations prescribed by the Authority for Multi-Purpose cooperatives under Rule 3 of the Rules and Regulations Implementing Certain Provisions of the Philippine Cooperative Code of 2008 (Republic Act No. 9520) and by the concerned government agency.
In case the ARB Coop engages in Transport Service, it shall comply with the other requirements prescribed in Section 5, Rule 5 of these Rules and Regulation.
Section 9. Membership Termination and Valuation and/or Transfer of Share Capital. Agrarian Reform Cooperative, other than plantation-based Agrarian Reform Cooperative shall be governed by Articles 30,31 and 74 of RA 9520 and the By-laws of the Cooperative.
However, plantation-based Agrarian Reform Cooperative which is covered by collective Certificate of Land Ownership Award (CLOA), shall be governed by the joint DAR-CDA Administrative Order No. 09, Series of 2008 entitled "Revised Rules and Regulations on ARB Membership Status and Valuation and/or Transfer of Paid-Up Share Capital in Agrarian Reform Plantation-Based Cooperatives dated September 4, 2008" including any amendments thereto or subsequent issuances.
Section 10. Privileges. Subject to reasonable terms and conditions that may be imposed by the DAR and the Authority, an Agrarian Reform Cooperatives duly registered with the Authority may be given exclusive right to do any or all of the following economic activities in agrarian reform and resettlement areas:
(1) Supply and distribution of consumer, agricultural, aqua-cultural, and industrial good, production inputs, and raw material and supplies, machinery, equipment, facilities and other services and other services and requirements of the beneficiaries and marginal farmers at reasonable prices;
(2) Marketing of the products and services of the beneficiaries in local and foreign markets;
(3) Provision of essential public services at cost such as power, irrigation, potable water, passenger and/or cargo transportation by land or sea, communication services, and public health and medical care services;
(4) Management, conservation, and commercial development of marine, forestry, mineral, water and other natural resources subject to compliance with the laws and regulations on environmental and ecological controls; and
(5) Provision of financial, technological, and other services and facilities requires by the beneficiaries in their daily lives and livelihood. Such terms and conditions shall be jointly formulated by the DAR and the Authority.
Section 11. Preferential Right/Treatment. In an agrarian reform and resettlement areas, a duly registered Agrarian Reform Cooperatives shall have preferential right/treatment form the government in the following matters:
(1) In the construction, maintenance and management of roads, bridges, canals, wharves, ports, reservoirs, irrigation systems, waterworks systems, and other infrastructures with government funding
The technical assistance, facilities and equipments to such agrarian reform cooperatives
shall be provided by the Government.
(2) In the grant of Franchise and Certificate of Public Convenience and Necessity for the operation of public utilities and services: Provided, that it meets the requirements and conditions imposed by the appropriate government agency granting the Franchise or Certificate of Public Convenience and Necessity,
In case of electric service provider in the area, it shall, upon the request of an Agrarian Reform Cooperative, immediately provide electric services to the agrarian reform areas. If the electric service provided fails to provide the services requested within a period of one (1) year, the Agrarian Reform Cooperative may undertake to provide the electric services in the area through its own resources. All investments made by the said Agrarian Reform Cooperative for the electrification of the agrarian reform resettlement areas shall be subject to the electric services provider once it takes on the service.
Section 12. Lease of Public Lands. Agrarian Reform Cooperative may lease public lands for a period not exceeding twenty five (25) years, subject to renewal for another twenty five (25) years only, provided the application for renewal shall be made one (1) year before the expiration of the lease and such lease shall be for the exclusive use and benefit of the beneficiaries and marginal farmers subject to the provisions of the CARP, as amended..
Section 13. Cooperative Estates. Landholdings like plantations, estates, or haciendas acquired by the State in accordance with the CARP, as amended, for the benefit of the workers shall be collectively owned through a Mother CLOA by the worker beneficiaries under a cooperative set-up.
Section 14. Assistance. The Government shall provide the necessary financial and technical assistance to Agrarian Reform Cooperatives to enable them to discharge the purposes and objectives under Section 3 of this Rule which shall be in accordance with a joint program for the organization and financing of the Agrarian Reform Cooperatives. The joint program shall be geared towards the gradual assumption of full ownership and management control of the cooperative estate by the Agrarian Reform Cooperatives.
Section 15. Regulatory Power. The Authority shall have the power to regulate the internal affairs of Agrarian Reform Cooperative such as:
a. Exercise of rights and privileges of members;
b. Formulation of rules and procedures and the conduct of meetings of General Assemble, Board of Directors and Committees;
c. Manner of election and qualifications of Officers, Directors, and Committee Members;
d. Allocation and distribution of surplus; and
e. Other matters relating to the internal affairs of Agrarian Reform Cooperatives.
All matters relating to land acquisition, development of an appropriate system of land tenure, land development, land consolidation, or land management in areas covered by agrarian reform and such other similar matters affecting the Agrarian Reform Cooperatives shall be regulated by the DAR.
All matters relating to land valuation and assessment shall be regulated by the LBP.
Section 16. Financing Program. Any Financing Program to be availed of by ARB Coops shall be in accordance with the joint program to be developed by the DAR, the BSP, and the Authority.
Section 17. Settlement of Disputes. Intra/inter cooperative disputes shall other than land disputes, as far as practicable, be settled amicably through the conciliation and mediation mechanism embodied in the By-laws of the cooperative, which shall be in accordance with the CDA Guidelines for the Implementation of Conciliation- Mediation for Cooperative Disputes and in applicable laws.
Should such conciliation - mediation proceedings fail, the matter may be settled through voluntary arbitration or in court of competent jurisdiction.
However, in cases where the dispute/s fall within the jurisdiction of the DAR, the same shall be referred to the said agency and it shall be resolved in accordance with the DAR regulation.
RULE III- INSURANCE COOPERATIVES
Pursuant to the provisions of Art. 108 under Chapter XIII of Republic Act. No. 9520, otherwise known as the Philippine Cooperative Code of 2008, the Commission and the Authority in consultation with the concerned cooperative sector hereby promulgate the following rules and regulations for the proper guidance and compliance of the Insurance Cooperatives.
Section 1. Coverage. This Rules shall cover all Insurance Cooperatives duly registered under R.A. 9520 organized for the purpose of engaging in the business of insuring life and property of cooperatives and their members.
Section 2. Organization. Fifteen (15) or more duly registered cooperatives may organize as Insurance Cooperative.
Section 3. Purposes and Objectives. An Insurance Cooperative shall provide its constituting members different types of insurance coverage consisting of, but not limited to, life insurance with special group coverage, loan protection, retirement plans, endowment with health and accident coverage, fire insurance, motor vehicle coverage, bonding, crop, livestock protection and equipment insurance.
It may also provide "micro-insurance products" and regular insurance to cooperatives and its members.
Section 4. Membership. Membership in Insurance Cooperative shall be open to all duly registered cooperatives of all types and categories
Section . Registration Jurisdiction. Any applicant cooperative proposing to engage into the business of insuring life and property of cooperatives and their members shall file their duly accomplished application for registration with the CDA Central Office Registration Division.
Section 6. Capitalization. An Insurance Cooperative registered with the Authority pursuant to this Rule shall secure a Certificate of Authority from the Commission within two (2) years from the date of its registration. Failure to secure the same shall be a ground for the revocation/cancellation of the certificate of Registration.
Said Certificate of Authority shall be valid until the 30th day of June of the year following its issuance.
Section 8. Suspension or Revocation of Certificate of Authority. The Commission may, after due notice and hearing, suspend or revoke the Certificate of Authority issued to an Insurance cooperative for violation of any existing laws, rules or regulations, or any provisions of the Insurance Code.
Section 9. Regulatory Power. The Authority shall have the power to regulate the internal affairs of Insurance Cooperative such as:
a. Exercise of rights and privileges of members;
b. Formulation of rules and procedures and the conduct of meetings of the General Assembly, Board of Directors and Committees;
c. Manner of election and qualifications of Officers, Directors, and Committee Members;
d. Allocation and distribution of net surplus; and
e. Other matters relating to the internal affairs of Insurance Cooperatives.
All matters relating to the organization and operations concerning insurance business of such Insurance Cooperative shall be regulated by the Commission as provided for in the Insurance Code and other related laws.
Section 10. Joint Committee. In order to fully implement the provisions of this Rule, a Joint Committee, to be composed of two (2) representatives each from the Authority and the Commission and a representative from the Insurance Cooperatives shall be formed. The representative from the Authority shall Chair of the Committee.
The Joint Committee shall be constituted within thirty (30) days upon effectivity of these Rules and Regulations.
Section 11. Functions of the Joint Committee. The Joint Committee shall have the following functions:
1. To oversee the implementation of this Rule;
2. To ensure compliance with the administrative and other requirements of the Authority and the Commission;
3. To make recommendation on the amendment of this Rule as maybe necessary; and
4. Such other function as the need arises.
Section 12. Limitation. Cooperatives intending to engage in insurance, insurance like, and other similar activities shall register with the Authority and secure a Certificate of Authority from the Commission.
However, CIS are not allowed to serve the insurance needs of other cooperatives that are not member-owners of the CIS. A CIS serving the insurance needs of non-member cooperatives and the general public shall be required to get a commercial insurance license from the Insurance Commission.
Primary Cooperatives which are not registered and licensed to operate as Insurance Cooperative, are prohibited to engage in insurance, insurance like and other similar activities with their members. However, those already engaging in such shall be given two (2) years transition period to undertake any of the following options:
To organize an insurance cooperative with other primary cooperatives that have the same insurance-like business activity;
(2) To join an existing Insurance Cooperative;
(3) To partner with licensed micro-insurance providers; and
(4) To buy a micro-Insurance product through a licensed agent or broker.
All existing Insurance Cooperative with members which are non-cooperative and/or cooperative oriented societies and organizations are hereby given five (5) year period to terminate and remove such entities from their member registry. Failure to comply within the given period shall constitute a violation of this Rule and shall be dealt with accordance with the provision of RA 9520 and other applicable laws.
Section 13. Settlement of Disputes. Intra/inter cooperative disputes shall be settled as far as practicable through conciliation-mediation mechanism embodied in the cooperative by-laws, which shall be in accordance with the CDA Guidelines for the Implementation of Conciliation of Cooperative Disputes, and applicable laws. Should such conciliation-mediation proceedings fail, the matter may be settled through voluntary arbitration by the Authority or in court of competent jurisdiction.
However, in cases where the dispute/s fall within the jurisdiction of the Commission, the same shall be referred to the said agency and it shall be resolved in accordance with the Commission regulation.
RULE IV-WATER SERVICE COOPERATIVES
Pursuant to the provisions of Art. 111 (3) under Chapter XIV of Republic Act. No. 9520, otherwise known as the Philippine Cooperative Code of 2008, the Authority in consultation with the NWRB, the LWUA, and concerned cooperative hereby promulgates the following rules and regulations for the proper guidance and compliance of the Water Service Cooperative.
Section 1. Coverage. This Rule shall apply to all cooperative duly registered with the Authority under R.A. 9520 whose main purpose or one of its purposes is to own, operate, and manage water supply systems for the provision and distribution of potable water to its members and other customers.
Section 2. Organization. Fifteen (15) or more natural person who are Filipino citizens, of legal age, having a common bond of interest and actually residing or working in the intended area of operation, may organize a Water Service Cooperative.
Section 3. Membership in Water Service Cooperative Membership in Water Service Cooperative is composed of two kinds:
a. Regular Member - refers to a natural person (member-consumer) with water service connection with the right to voted upon and entitled to all the rights and privileges of membership under the Code.
b. Associate Member - refers to a natural person other than a regular member of the household. It shall also refer to member- institution or entity availing of the services of Water service Cooperative, such as, but not limited to: corporation, industrial and commercial establishment, joint venture, other cooperative, place worship, local government building or facility, etc, as maybe represented by the head of such establishment or entity, but is not entitled to vote and be voted upon. However, shall be entitled to the preferential rights and privileges as indicated in the Cooperative By-laws and under the Code.
Section 4. Requirements for Registration. The following shall be complied with upon filing of application:
(1) Name Verification Slip;
(2) Articles of Cooperation and By-laws;
(3) Sworn statement of the treasurer elected by the subscribers showing that at least twenty-five per centum (25%) of the authorized share capital be less than Fifteen Thousand Pesos (P15,000.00);
(4) Surely Bond of Accountable Officers handling funds properties and securities;
(5) Certificate of Pre-Membership Education Seminar (PMES);
(6) Economic Survey;
(7) Undertaking to Change Name in the event that another cooperative has acquired prior right to the use of the proposed name;
(8) Land Ownership (any of the following: Certificate of Title Declaration. Lease Agreement, Deed of Donation, Deed of Sale, etc.)
(9) Well Drilling Data (in case of existing groundwater source ) including Physical & Chemical Analysis of water; and
(10) Registration fee.
Section 5. Registration Jurisdiction. Water Service Cooperatives shall file their application with the CDA Extension Office, which shall have jurisdiction over the said cooperatives.
Section 6. Capitalization. For purposes of registration with the Authority, a Water Service Cooperative shall have a minimum paid-up capitalization of Fifteen Thousand Pesos (P15,000.00).
Section 7. Service Area. The cooperative shall only provide services within the area specified in the CPC. In case of expansion, the cooperative shall apply for an extension of service area with the NWRB.
Section 8. Water Permit. Every Water Service Cooperative shall secure a water permit from the NWRB in accordance with the provisions of the Water Code of the Philippines.
Section 9. Requirements for Filing Water Permit Applications. All applications shall be filed in the prescribed form, sworn to by the applicants and supported by the following documents:
1. For domestic purpose
1. Duly accomplished Water Permit Application and Notices;
2. Land Ownership (any of the following: Certificate of Title, Tax Declaration, Lease Agreement, Deed of Donation, Deed of Sale, etc;
3. Certificate of Conformance from the LWUA;
4. Vicinity map/Location Plan with scale : 1:10,000 or scale 1:500 showing the exact location of the point of diversion;
5. Subdivision Plan (if applicable);
6. Well drilling Data (in case of existing ground water source): and
7. Clearance from DOH, if reuse of wastewater for human consumption.
2. For Municipal Use
1. Proof of land ownership of, legal title to, or right to use, the property on which the water source is situated;
2. Certificate of Registration with the Authority;
3. Certificate of Conformance from LWUA;
4. Vicinity map/Location Plan with scale : 1:10,000 or scale 1:500 showing the exact location of the point of diversion;
5. Submission Plan (if applicable);
6. Well Drilling Data (in case of existing groundwater source authenticated by the well driller) including Physical and Chemical, Analysis water;
7. Environmental Compliance Certificate (for projects considered as Environmentally Critical Projects Areas) or Certificate of Non-Coverage from the Department of Environment and Natural Resources- Regional Office; and
8. Such other documents that may be required by the NWRB.
Section 10. Requirements for the Issuance of CPC and Tariff Approval. The following documents are required to be submitted for an Application for a CPC and Approval of Tariff:
1. Certificate of Registration from the Authority;
2. Articles of Cooperation and By-Laws;
3. Special Power of Attorney authorizing the signatory to sign and file the application;
4. Favorable Endorsement from LWUA;
5. Approved water permits and/or MOA with water service provider, in case of bulk water supply;
6. Official receipt of annual water charge(s);
7. Clearance that applicant has no unpaid fees and charges from NWRB;
8. Plan of water distribution system;
9. Plan elevation and cross-sectional views of tank/reservoir;
10. Plan elevation and cross-sectional views of pump house, machinery and equipment;
11. Certificate of Potability;
12. Latest Audited Financial Statements for the last two years, if applicable;
13. Actual Balance sheet showing Balance Sheet items for water operations for the last 2 years, if not available, submit the following:
a. Accounts receivable -Water Supply
b. Materials Inventory
c. Property and Equipment in Service, at cost
d. Accumulated Depreciation
e. Customers Deposits
14. Itemized list of assets entitled to return as of the end of the last historical year. This should support the Property and Equipment in Service referred to in item 10 above;
15. Actual Income Statement showing Income Statement items for water operations for the last 2 years, if applicable;
16. Business plan for the next 5 years;
17. Projected Financial Statement for five years with the following:
a. Income Statement
b. Balance Sheet
c. Assumptions
18. Itemized list of new investments for the next 5 years;
19. Proposed schedule of water rates; and
20. Levels of Service agreed with consumers commensurate with proposed rates.
Section 11. Regulatory Power. The Authority shall have the power to regulate the internal affairs of Water Service Cooperative, such as:
a. Exercise of rights and privileges of members;
b. Formulation of rules and procedures and the conduct of meetings of the General Assembly, Board of Directors and Committees;
c. Manner of election and qualifications of Officers, Directors, and Committee Members;
d. Allocation and Distribution of surplus; and
e. Other matters relating to the internal affairs of Water Service Cooperatives.
All matters relating to the Certificate of Public Convenience such as capitalization
and investment requirements, equipment and facilities, water tariff, and such other matters affecting their water service operations shall be governed by the NWRB.
Section 12. ROLE OF LWUA. The LWUA shall have the following roles relating to Water Service Cooperative:
1. To provide technical assistance such as capacity building;
2. To assist in the determination of water potability; and
3. Such other assistance as maybe requested by the cooperatives.
Section 13. Preferential Rights. Whenever two or more public service entities have competing interests with respect to the granting and renewal of CPC and one is an Water Service Cooperative duly registered with the Authority under R.A. 9520, the NWRB shall accord preference to the latter over any type of public service entity.
Section 14. Responsibility of Water Service Cooperative. Every Water Service Cooperative shall operate, maintain, and provide safe and adequate potable water service. In all cases where practicable, the concerned Water Service Cooperative shall give notice to its member-consumers in advance of any contemplated interruption of water supply and the probable duration thereof in the area(s) affected. In addition, the Water Service Cooperative's responsibilities shall include:
1. Service Standards
a. Service Coverage
b. Water Quality
c. Reliability of Supply
2. Operational Performance
a. Operational Efficiency
b. Financial Viability
3. Customer Service
a. Service Request and Complaints
b. Standard Response Time
4. Operating Policies and Procedures on Billing and Collection
5. Protection of Member-Consumers
In relation to this Section, the cooperative shall develop its own Customer Service Code consistent with its By-laws and in compliance with the NWRB Economic Regulatory Guidelines.
Section 15. Reporting Requirements. All Water Service Cooperatives shall submit reports to the Authority as required under Rule 8 of the Rules and Regulations Implementing Certain Provisions of the Philippine Cooperative Code of 2008 (RA 9250). Other reports required by the NWRB, the DOH and other government agencies shall likewise be submitted to the concerned agency.
Section 16. Sanctions and Penalties. All Water Service Cooperative shall be subjected to corresponding Sanctions and Penalties as maybe imposed by the Authority and the NWRB for violation or non-compliance with administrative and statutory requirements.
Section 17. Requirements for Renewal of CPC. The CPC shall be valid for five (5) years and renewable prior to its expiry date. The following requirements to be submitted:
1. Board Resolution authorizing the signatory to sign and file the application;
2. Certificate of Good Standing issued by the Authority;
3. Approved Water Permits;
4. Official receipts of Annual Water change;
5. Official receipt of Supervision and Regulation Fee;
6. Clearance that applicant has no unpaid fees and charges from the NWRB;
7. Plan of Water Distribution System;
8. Plan elevation and cross-sectional views of tank/reservoir;
9. Plan elevation and cross-sectional views of pump house, machinery and equipment;
10. Certificate of Potability;
11. Annual Reports for the last five years;
12. Latest Audited Financial Statement for the last five years;
13. Actual Balance Sheet showing Balance Sheet items for water operations for the last 5 years, if not available, submit the following:
a. Account Receivable - Water Supply
b. Materials Inventory
c. Property and Equipment in Service, at cost
d. Accumulated Depreciation
e. Customers' Deposits
14. Itemized list of assets entitled to return as of the end of the last historical year. This should support the Property and Equipment in Service referred to in item 13 (c) above;
15. Actual Income Statement showing Income Statement items for water operations for the last 5 years;
16. Business plan for the next 5 years;
17. Projected Financial Statement for five years with the following:
a. Income Statement
b. Balance Sheet
c. Assumptions
18. Itemized list of new investments for the next 5 years;
19. Proposed Schedule of Water Tariff; and
20. Levels of Service agreed with consumers commensurate with proposed rates.
Section 18. Securing of Water Permit and/or CPC. Water Service Cooperative including Multi-Purpose Cooperative with water service operation is required to secure water permit from the NWRB.
For Water Service Cooperative operating without water permit and/or CPC, the Authority shall report the matter to the NWRB for appropriate action. The NWRB shall notify the Authority of whatever action taken on the matter. Henceforth, failure of the cooperative to legalize its operation within two (2) years from the date of referral to the NWRB, the same shall be considered a valid ground for the revocation of its Certificate of Registration, after due process.
Section 19. Action on the Application for CPC. Upon submission of the complete requirements for the issuance of CPC, the NWRB shall approve or reject the same within six (6) months from date of receipt thereof.
Section 20. Settlement of Disputes. Intra/inter cooperative disputes shall be settled as far as practicable through conciliation-mediation mechanism embodied in the cooperative by-laws, which shall be in accordance with the CDA Guidelines for the Implementation of Conciliation-Mediation of Cooperative Disputes, and applicable laws.
Should such conciliation-mediation proceedings fail, the matter may be settled through voluntary arbitration or in court of competent jurisdiction.
However, in cases where the issue/s fall within the jurisdiction of the NWRB, the same shall be referred to the said agency and it shall be resolved in accordance with the NWRB regulation.
RULE V - TRANSPORTATION SREVICE COOPERATIVES
Pursuant to the provisions of Art. 113 (par. 2) under Chapter XIV of Republic Act. No. 9520, otherwise known as the Philippine Cooperative Code of 2008, the Authority in consultation with the DOTC, LTO, LTFRB, MARINA, OTC and the concerned cooperative sector, hereby promulgates the following rules and regulations for the proper guidance and compliance of Transportation Service Cooperatives.
Section 1. Coverage. This Rule shall cover all Transportation Service Cooperatives duly registered with the Authority under RA 9520 which are organized to render public services such as land and sea/water transportation services, limited to small vessels, for the safe conveyance of passengers and/or cargo. Transportation Service Cooperative organized under the provisions of Executive Order No. 898, Series of 1983, shall be governed by Chapter XIV of RA 9520, and by this Rule.
Section 2. Allied Businesses by Transportation Service Cooperative. Subject to pertinent national laws and local ordinances, primary Transportation Service Cooperatives including secondary and tertiary federation of cooperatives, may engage in a business related to transportation service, including but not limited to:
(1) Importation, distribution and marketing of petroleum products in accordance with existing laws;
(2) Operation of gasoline stations and transportation service centers;
(3) Importation, distribution and marketing of spare parts and supplies; and
(4) Marketing of vehicle/drivers insurance policies.
Section 3. Multi-purpose Cooperatives intending to engage in Transportation Service. Multi-purpose cooperatives intending to engage in regular passenger and/or cargo services as an additional activity shall comply with the foregoing requirements:
1. Amended Article of Cooperation and By-Laws;
2. CETOS;
3. Franchise and vehicle units requirement, as provided in this Rule and other requirements as may be prescribed by appropriate regulatory agencies; and
4. Amendment Fee.
Section 4. Registration Jurisdiction. Transportation Service Cooperative shall file its duly accomplished registration documents with the CDA-Extension Office where its principal office is located, which shall have jurisdiction over the said cooperative.
Section 5. Capitalization. For purposes of registration with CDA, Transportation Service Cooperatives shall have a minimum paid up capitalization of Fifteen Thousand Pesos (P15,000.00).
However, to operate as such, the minimum capitalization and number of cooperatively owned units shall be in accordance with the rules and regulations prescribed by the concerned government agency as shown below:
TYPE OF TRANSPORTATION SERVICE
COOPERATIVE MINIMUM
CAPITALIZATION MINIMUM NO.
OF UNITS
A. LAND
Tricycle P 15,000.00 5
Jeepney P 30,000.00 5
Taxi P 30,000.00 5
AUV/FX/Van P 30,000.00 5
Mini Bus/Bus P 50, 000.00 2
Trucks for Hire P 50, 000.00 2
B. WATER
Ship P 10,000,000.00 1
Ferry Boat P 5,000,000.00 1
Motorized Banca P 100,000.00 1
Section 6. Registration Requirements. The following shall be complied with upon filing of application:
(1) Name Verification Slip;
(2) Articles of Cooperation and By-laws;
(3) Sworn Statement of the treasurer elected by the subscribers showing that at least twenty-five per centum (25%) of the authorized share capital has been subscribed and least twenty-five per centum (25%) of the total subscription has been paid: Provided, That in no case shall the paid-up share capital be less than Fifteen Thousand Pesos (P15,000.00);
(4) Pre-Membership Education seminar (PMES);
(5) Cooperative Education and Transport Operation Seminar (CETOS);
(6) Surety Bond Of Accountable Officers handling funds, properties and sureties;
(7) Economic Survey;
(8) Undertaking to Change Name in the event that another cooperative has acquired prior right to the use of the proposed name;
(9) Undertaking to comply with the auditing and accounting standards prescribed by the Authority;
(10) Other requirements as may be required by law; and
(11) Registration Fee.
Section 7. Regulatory Power. The Authority shall have the power to regulate the internal affairs of Transportation Service Cooperative, such as:
a. Exercise of rights and privileges of members;
b. Formulation of rules and procedures and the conduct of meetings of the General Assembly, Board of Directors and Committees;
c. Manner of election and qualifications of Officers, Directors, and Committee Members;
d. Allocation and distribution of surplus; and
e. Other matters relating to their internal affairs of Transportation Service Cooperatives.
All matters relating to the Franchise or Certificate of Public Convenience and Necessity of Transportation Service Cooperatives such as capitalization and investment requirements, equipment and facilities, frequencies, rate-fixing, registration, dropping and substitution of units, and such other matters affecting their transportation service operations shall be governed by the following government agency:
(a) For land transportation - LTFRB/LTO/OTC
(b) For water transportation - MARINA/PCG
(c) For tricycle - LGU/LTO/OTC
In case there are two (2) or more applicants for the same public service Franchise or Certificate of Public Convenience and Necessity, all things being equal, preference shall be given to a Transportation Service Cooperative by the concerned government agency.
Section 8. Monitoring Committee. The Authority shall establish a committee for the monitoring of Transportation Service Cooperative composed of representative from the Authority, who shall be Ex-Officio Chairperson thereof, the LTO, LTFRB, OTC, LGU, and other concerned government agencies as may be necessary, and the National Federation of Transportation Cooperatives. Said Committee shall be organized within thirty (30) days from the effectivity of this Rule and establish its own internal rules as to its operation, conduct of meeting, and other matters necessary to exercise such functions.
The Authority shall likewise create a Local Monitoring Committee in its extension offices to facilitate the monitoring of these Transportation Service Cooperatives. Said Committee shall likewise be organized within ninety (90) days from the receipt of the rules and functions formulated by the National Committee convene every quarter to discharge its functions and appoint a Secretary from among its members.
The permanent Secretariat shall come from the Authority.
The Committee shall have the following functions:
(1) To oversee the implementation of this Rule;
(2) To recommend changes on this Rule from time to time if a need arises;
(3) To assist as far as practicable the cooperative in settling inter and intra cooperative disputes;
(4) To submit quarterly accomplishment report including recommendation/resolution to be adopted in the settlement of the aforesaid disputes to the CDA Board of Administrators through the Executive Director and to the OTC Board of Directors through its Executive Director copy furnished all agencies involved.
Section 9. Continuing Education and Training. The concerned government agencies shall coordinate to support registered cooperatives by extending seminars for the purpose of continuing education on cooperative and other related trainings in order to enhance the knowledge and capability of the officers as well as members of the cooperative. The concerned agencies involved in the Transportation Service Cooperative shall form a trainer's team which shall formulated educational program/module to be used in the training seminar.
Section 10. Renewal of Franchise and Vehicle Registration. Renewals of franchise and vehicle registration shall be granted to Transportation Service Cooperatives provided such cooperative presents a Certificate of Good Standing from the Authority and the OTC. In the case of Tricycle Transportation Service Cooperative, a Certificate of Operation from the Local Government Unit concerned shall be required as proof that it has continuously provided the required public transportation services.
Section 11. Settlement of Disputes. Intra/Inter cooperative dispute shall be settled as far as practicable through conciliation-mediation mechanism embodied in the cooperative by-laws, which shall be in accordance with the CDA Guidelines for the Implementation of Conciliation-Mediation of Cooperative Disputes, and applicable laws.
Should such conciliation-mediation proceedings fail, the matter may be settled through voluntary arbitration or in court of competent jurisdiction.
However, in cases where the issue/s fall within the jurisdiction of the DOTC, LTFRB, LTO, MARINA, and OTC the same shall be referred to the said agencies and shall be resolved in accordance with their regulations.
RULE VI - ELECTRIC COOPERATIVES
Pursuant to the provisions of Art. 134 (par.2) under Chapter XVII of Republic Act No. 9520, otherwise known as the Philippine Cooperative Code of 2008, the Authority in consultation with the concerned cooperative sector hereby promulgates the following rules and regulations for the proper guidance and compliance of Electric Cooperatives.
Section 1. Purposes and Objectives. Electric Cooperatives shall be organized to undertake power generation utilizing new and renewable energy sources, including hybrid systems, acquisition, and operation of sub-transmission and/or distribution and supply of electricity as its primary purposes. However, it shall not be precluded to venture into any other purpose that other laws, rules, regulations, and their own By-laws may allow as long as it is related to the primary purpose and objective of the cooperative. It shall also continue to undertake the implementation of the Rural Electrification Program in their respective areas of coverage in consonance with the terms and conditions appurtenant to their Certificates of Franchise; provided the right of the Electric Cooperatives to exercise the power of eminent domain in furtherance of the rural electrification program, shall not be diminished, instead it shall be in full force and effect, subject to the requirements of the Constitution and existing relevant laws.
Section 2. Coverage. This Rule shall apply to all Electric Cooperatives registered with the Authority under R.A. 9520 that may undertake power generation utilizing renewable energy sources, including hybrid systems, acquisition and operation of sub transmission or distribution as its primary purposes. This Rule shall also cover new distribution utilities that will register with the Authority.
Section 3. Cooperative Principles and Practices. Electric Cooperatives registered with the Authority shall conduct their affairs in accordance with Filipino culture, good values and experience and the universally-accepted principles of cooperation which include, but are not limited to, the following:
1. Voluntary and Open Membership - Electric Cooperatives are voluntary organizations, open to all persons able to use their services and willing to accept the responsibilities of membership, without gender, social, racial, political or religious discrimination;
2. Democratic Member Control - Electric Cooperatives are democratic organizations that are controlled by their members who actively participate in setting their policies and making decisions. Men and women serving as elected representatives, directors, or officers are accountable to the membership. In primary cooperatives, members have equal voting rights of one-member, one-vote. Cooperatives at other levels are organized in the same democratic manner;
3. Member Economic Participation - Members of the Electric Cooperatives contribute equitably to, and democratically control, the capital of their cooperative. At least part of that capital is the common property of the cooperative. They shall receive limited compensation or limited interest, if any, on capital subscribed and paid as a condition of membership. Members allocate surpluses for any or all of the following purposes: developing the cooperative by setting-up reserves, part of which should at least be indivisible; benefiting members in proportion to their patronage of the cooperative's business; and supporting other activities approved by the membership;
4. Autonomy and Independence - Electric Cooperatives are autonomous, self-help organizations controlled by their members. If they enter into agreements with other organizations, including government, or raise capital from external sources, they shall do so on terms that ensure democratic control of their members and maintain their cooperative autonomy;
5. Education, Training and Information - Electric Cooperatives shall provide education, training and information for their members, elected and appointed representatives, managers, and employees so that they can contribute effectively and efficiently to the development of their cooperatives;
6. Cooperation Among Cooperatives - Electric Cooperatives serve their members most effectively and strengthen the cooperative movement by working together through local, national, regional and international structures; and
7. Concern for Community - Electric Cooperatives work for the sustainable development of their communities through policies approved by their members.
Section 4. Membership in the Electric Cooperatives. Membership in Electric Cooperatives registered with the Authority shall have the following types:
a. Regular Member - refers to a natural person (member-consumer) with electrical service connection who has the right to vote and be voted upon and entitled to all the rights and privileges of membership under the Code.
b. Associate Member - refers to a member-institution or entity availing of the services of electric cooperative, such as, but not limited to: corporation, industrial and commercial establishment, joint venture, other cooperative, place of worship, local government building or facility, etc, as represented by its head of such establishment or entity, but is not entitled to vote and be voted upon. However, shall be entitled to the preferential rights and privileges as indicated in the by-laws and under the Code.
Section 5. Registration Requirements. The following are the requirements for the registration of electric cooperatives which shall be submitted in four (4) copies to the Authority:
A. Registration Documents:
a.1 For existing electric cooperative not registered with the Authority:
1. certificate true copy of the board resolution certifying the result of the vote approved through a referendum approving the registration of the cooperative with the Authority in compliance with Article 128;
2. Certified copy of Articles of Cooperation and By-Laws;
3. Duly audited financial statement for the past two (2) immediately preceding years;
4. List of names of incumbent Board of Directors and their addresses certified by the Board Secretary and attested to by the Chairperson;
5. Sworn Statement of the Treasurer of the authorized share capital, the subscribed share capital of the members, and the amount of paid-up share capital of members and the amount of paid-up share capital received by the Treasurer, to be submitted within six (6) months from the registration; and
6. Surety Bond of Accountable Officers handling funds, properties and sureties;
a.2 For new electric cooperatives:
1. Name Verification Slip;
2. Certified true copy of the Grant Franchise;
3. Articles of Cooperation and By-laws;
4. Sworn Statement of the treasurers elected by the subscribers showing that at least twenty-five per centum (25%) of the authorized share capital has been subscribed and at least twenty-five per centum (25%) of the total subscription has been paid: Provided, That in no case shall the paid-up share capital be less than Fifteen Thousand Pesos (P15,000.00);
5. Surely Bond Accountable Officers handling funds, properties and sureties;
6. Certificate of Pre-Membership Education seminar (PMES);
7. Economic Survey;
8. Undertaking to Change Name in the event that another cooperative has acquired prior right to the use of the proposed name;
9. Detailed feasibility study indicating viability of the proposed business activity; and
10. Undertaking to comply with the auditing and accounting standards prescribed by the Authority.
a.3. Electric Cooperative Deemed Registered under Art. 144 of the Code:
1. Certificate of Registration and/or Certificate of Confirmation;
2. Articles of Cooperation and By-laws; and
3. Latest audited financial statement.
The said documents shall be submitted to the nearest office of the Authority of to the CDA Central Office, at the option of the Cooperative. Upon submission of the abovementioned documents, the Authority shall issue the new certificate of registration to the Cooperative.
B. Registration fee as prescribed by the Authority.
Section 6. Jurisdiction Upon Registration. Electric Cooperative intending to register with the Authority shall file their application with the CDA Extension Office, which shall have jurisdiction over the said cooperatives upon approval of their registration. However, if an electric cooperative opted to register with the CDA Central Office as provided for in the preceding Section, and such registration has been processed and approved by the CDA Central Office, such registration shall be forwarded to the CDA Extension Office where the cooperative is located and the same Extension Office shall assume jurisdiction over the said cooperative.
Section 7. Registration Options. Electric Cooperatives registered with the National Electrification Administration (NEA) under Presidential Decree No. 269, as amended, which opt not to register with the Authority, are allowed to retain the world "cooperative" in their registered names, but they shall not be entitled to the benefits and privileges provided under R.A. 9520.
Section 8. Registration of Electric Cooperatives. The registration on an Electric Cooperative with the Authority under Article 127 of the Code shall be submitted for approval to the members through a referendum, as a voting procedure, specially called for such purpose.
The required number of votes for registration with the Authority shall be twenty percent (20%) of all members in good standing within the area of coverage. No proxy voting shall be allowed.
Unless otherwise provided in the By-laws of the cooperative, the term member in good standing shall be as defined in the Code of in this Rule.
Section 9. Procedure in the Conduct of Referendum for registration with the Authority. In compliance with Art. 128 of RA 9520 hereunder are the procedures in conducting the same:
A. BOD Initiated Referendum. The Board of Directors shall undertake the following:
1. Issue Notice referendum indicating the following:
a. Date of Referendum;
b. Mode of Conduct of the Referendum which may either be:
b.1 survey Form; and
b.2 Assembly Meeting in the respective districts which maybe simultaneous sequential.
2. Posting/Publication of Notice of referendum shall be done not later than 30 days prior to the scheduled conduct of referendum.
3. Identification of members in good standing based on the qualification and disqualification provisions in the By-laws.
4. Provision of Referendum Questionnaire Form to qualified members to vote whether to register or not to register with the Authority.
5. Collection of Questionnaire forms and canvassing of Votes by the cooperative's Election Committee.
6. Reporting of the results of the canvassing, i.e. favor or not favor.
7. Certification by the Election Committee as to the result of the referendum duly noted by the majority of the Board of Directors.
B. Member-Consumer Initiated referendum. In case the Board of Directors shall refuse to conduct a referendum, the Member-Consumers may initiate a referendum through a petition duly signed by at least three hundred (300) members of each district of the cooperation who are entitled to vote by filling the same to the Board of Directors. The Board of Directors shall act within thirty (30) days from receipt thereof whether to grant or deny said petition. Failure of the Board of Directors to act within the given period or the denial of the petition, the petitioners may conduct motu proprio the said referendum through the procedures above prescribed. The result of the referendum shall be certified by a committee designated during the conduct of a referendum to supervise the same.
The general membership through their proponents for referendum shall submit all the documentary requirements for resignation to the concerned CDA Extension Office, which may register the applicant Electric Cooperative upon finding that all the documents for registration are complete and in order.
Section 10. Amendments of Existing Articles of Cooperation and By-laws. Any provision or any part thereof in the existing Articles of Cooperation and By-laws of the cooperative, which are found to be inconsistent or contrary to the provisions of the Code and of this Rule shall be amended accordingly. Such amendments shall conform to the provision of Art. 18 of the Code. Said application for amendments shall be filed with the concerned CDA Extension Office or the CDA Central Office, at the option of the Cooperative, in four (4) copies for registration.
Section 11. Capitalization. An electric cooperative shall not be registered with the Authority unless it complies with the financial requirements of minimum paid up capitalization of Five Million Pesos (P5,000,000.00).
Section 12. Share Capital in the Electric Cooperatives. Electric Cooperatives shall issue and distribute share certificates under the name of each of their members. Said share certificates shall take into consideration, among others, the previous equity contributions, and the amortization component, through the payments made, capital build-up and other capital contributions. The interest on share capital shall be paid to the members in accordance with the provision of Sec. 9, Rule 10 of the Rules and Regulations Implementing Certain Provisions of the Philippine Cooperative Code of 2008 (RA 9520).
Section 13. Quorum Requirement. Unless otherwise provided in the By-laws of the Electric Cooperative, quorum shall be five per centum (5%) of all the members entitled to vote.
Section 14. Term of Office. Unless otherwise provided in the By-laws of the Electric Cooperative, the term of office of the members of the Board shall not exceed two (2) years, however, they shall be eligible for re-election.
Section 15. rates and Tariffs. All electricity rates and tariffs of electric cooperatives registered under the Authority shall be subject to the rules on application and approval of and by the Energy Regulatory Commission.
Section 16. Settlement of Disputes. Intra/inter cooperative disputes shall be settled as far as practicable through conciliation-mediation mechanism embodied in the cooperative by-laws, which shall be in accordance with the CDA Guidelines for the Implementation of Conciliation of Cooperative Disputes, and applicable laws.
Should such conciliation-mediation proceedings fail, the matter may be settled through voluntary arbitration or in court of competent jurisdiction.
However, in cases where the issue/s fall within the jurisdiction of the Energy Regulatory Commission, the same shall be referred to the said agency and shall be resolve in accordance with this regulation.
RULE VII-DAIRY COOPERATIVES
Pursuant to the provisions of Republic Act. No. 9520, otherwise known as the Philippine Cooperative Code of 2008, the Cooperative development Authority and National Dairy Authority hereby promulgated the following rules and regulations for the guidance and compliance of the Dairy Cooperatives.
Section 1. Coverage. This Rule shall cover all dairy Cooperatives duly registered under R.A. 9520 organized for the purpose of engaging in the procurement, processing and marketing of milk and dairy products.
Section 2. Organization. Fifteen (15) or more natural persons who are Filipino citizens, of legal age, having a common bond interest and actually residing or working in the intended area of operation, may organize a dairy cooperative.
Section 3. Purposes and Objectives. A Dairy Cooperative shall be organized for any or all of the following purpose:
1. To standardize the quality, uniformly of grade of milk, and other dairy products;
2. To assist its members a guaranteed market outlet, to bargain for the best price terms possible in the market place, including over-order premiums in milk marketing orders, and to market the milk efficiently, i.e., balancing plant needs, diverting milk surpluses, and assembling producer milk and to have the highest quality producer milk possible in the market; and
3. To effectively represent their constituting members in the legislative, regulatory and public relations arenas.
Section 4. Membership. Membership in Dairy Cooperative shall be open to all dairy farmers.
Section 5. Registration Jurisdiction. Any applicant Dairy Cooperative shall file its duly accomplished application for registration with the VDA Extension Office, which shall have jurisdiction over the said cooperative.
Section 6. Registration Requirements. The following shall be compiled with upon filing of application:
1. Name Verification;
2. Articles of Cooperation and By-laws;
3. Sworn Statement of the treasurer elected by the subscribers showing that the least twenty-five per centum (25%) of the authorized share capital has been subscribed and at least twenty-five per centum (25%) of the total subscription has been paid: Provided, That in no case shall the paid-up share capital be less than Fifteen Thousand Pesos (P15,000.00);
4. Pre-membership Education Seminar (PMES);
5. Surety Bond Accountable Offices handling funds, properties and sureties;
6. Economic Survey;
7. Undertaking to Change Name in the event that another cooperative acquired prior right to the use of the proposed name;
8. Undertaking to comply with the auditing and accounting standards prescribed by the Authority;
9. Other requirements as may be required by law; and
10. Registration fee.
Section 7. Capitalization. A Dairy Cooperative shall have a minimum paid-up capitalization of at least Fifteen Thousand Pesos (P15,000.00).
Section 8. Regulatory Power. The Authority shall have the power to regulate the internal affairs of Dairy Cooperative, such as:
a. Exercise of rights and privileges of members;
b. Formulation of Rules and procedures and the conduct of meetings of the General Assembly, Board of Directors and Committees;
c. Manner of election and qualifications of Officers, Directors, and Committee Members;
d. Allocation and distribution of net surplus; and
e. Other matters relating to the internal affairs of Dairy Cooperatives.
All matters relating to the technical and operations concerning dairy business of such Dairy Cooperative shall be regulated by NDA, DOH-BFAD and other concerned government agency.
Section 9. Settlement of Disputes. Intra/inter cooperative disputes shall be settled as far as practicable through conciliation-mediation mechanism embodied in the cooperative by-laws and in applicable laws.
Should such conciliation-mediation proceedings fail, the matter may be settled through voluntary arbitration by the Authority or adjudication by the Commission or in a Court of competent jurisdiction.
However, in cases where the issue/s fall within the jurisdiction of the NDA, DOH-BFAD the same shall be referred to the said agencies and shall be resolved in accordance with their regulations.
COMMON PROVISIONS
Section 1. Requirements. A copy of these Rules shall be among the documents required to be kept ready and accessible for inspection and examination by the members of the cooperative and the Authority in accordance with Art. 52 of the Code.
Section 2. Interpretation. Unless otherwise stated in these Rules, In case of doubt as to the meaning of any provision of these Rules, the same shall be resolved and interpreted liberally in favor of the cooperatives and their members.
Section 3. Suppletory Rule. Special Rules, Circulars, Orders and other issuances by the appropriate government agencies in pursuance of the provisions of the Code and these Rules, and not inconsistent thereto, shall have suppletory application to these Rules.
Section 4. Mandate. The Authority is mandated to implement and enforce these Rules and Regulations.
Section 5. Separability. If any provision of these Rules and Regulations is declared null and void or unconstitutional, the other provisions not affected thereby shall continue to be in force and effect.
Section 6. Amendment. These Rules and Regulations shall be subject to automatic review three (3) years after the effectivity thereof. Any amendment thereto, shall be subject to the review and approval of the JCOCC.
Section 7. Effectivity. These Rules and Regulations shall take effect fifteen (15) days after publication in the Official Gazette or in a newspaper of general circulation.
RECOMMENDING APPROVAL:
THE BOARD OF ADMINISTRATORS COOPERATIVE DEVELOPEMNT AUTHORITY
LECIRA V. JUAREZ
Chairman
This Implementing Rules and Regulations (Part I) was approved by the Joint Congressional Oversight Committee on Cooperatives during its meeting on February 16, 2010 at the Senate of the Philippines, Pasay City pursuant to Article 138 of RA 9520.
Members of the Joint Congressional Oversight Committee on Cooperatives.
For the Senate of the Philippines:
Sen. JUAN MIGUEL F. ZUBIRI
Chair, Senate Panel |
For the House of the Representatives:
Rep. ERNESTO C. PABLO
Chair, House Panel |
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