A. How to register your cooperative?

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Eugenia Doyle
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1 A. How to register your cooperative? Once you have organized your cooperative, your work does not end there. The cooperative now needs a legal personality so that it can do all the acts that a cooperative is supposed to perform. With a legal personality, the cooperative can borrow money; sell its goods and services, deliver goods, and enter into all sorts of business transactions. So that your cooperative can do all these, you must register your cooperative. Here is how you do it. B. Where do you register your cooperative? The Cooperative Development Authority is the only government agency empowered to register all types of cooperatives. Its main office is located at: Cooperative Development Authority 5 th & 6 th Floors, BenLor Building, 1184 Quezon Avenue, Quezon City Tel Nos. (02) , & Fax No. (02) Regional offices are located at the following addresses: Dagupan Extension Office 3/F Siapno Building, Perez Boulevard 2400 Dagupan City Tel No. (075) Fax No. (075) Cordillera Extension Office 3/F Room 308 Laxman Ogilby Centrum Building 358 Magsaysay Avenue 2600 Bagui City Tel. No. (074) /84 Fax. No. (074) Tuguegarao Extension Office 2/F LBP Building, San Gabril Village 3500 Tuguegarao City, Cagayan Tel. No. (078) Fax No. (078)

2 Pampanga Extension Office 2/F CLK Building, Dolores Mc Arthur Highway San Fernando City 2000 Pampanga Tel. No. (045) Fax No. (045) Manila Extension Office 6/F Benlor Building, 1184 Quezon Avenue 1103 Quezon City Tel. No. (02) Fax No. (02) Calamba Extension Office 2/F Hectan Penthouse, Chipeco St. Halang 4027 Calamba, Laguna Tel. No. (049) Fax No. (049) Naga Extension Office J. Miranda Avenue, City Hall Compound 4400 Naga City Tel. No. (054) Fax No. (054) Iloilo Extension Office 92 Valencia St. Leganes, 5003 Iloilo City Tel. No. (033) Fax No. (033) Cebu Extension Office 2F Cebu Liok Kui Building, Humabon Avenue, North Reclamation Area, Cebu City Tel. Nos. (032) , & Fax No. (032) Tacloban Extension Office 783 Real Street, Seaside Fatima Village 6500 Tacloban City Tel. No. (053)

3 Pagadian Extension Office Cerilles Building, Benigno Aquino St. Sta. Lucia District, Pagadian City Tel Nos. (062) & Fax No. (062) Cagayan de Oro Extension Office G/F Trinidad Building, Yakapin Street 9000 Cagayan de Oro City Tel. No. (088) Fax No. (088) Davao Extension Office GB CAM Building, Monteverde Street 8000 Davao City Tel. No. (082) Fax No. (082) Kidapawan Extension Office Coop Human Resource and Livelihood Development Center Apo, Sadawa Poblacion, Kidapawan City 9400 Cotabato Tel. No. (064) Fax No. (064) CARAGA Extension Office 3/F Balebria Building, Pili Drive 8600 Butuan City Tel. No. (085) Fax No. (085) ARMM Extension Office 3/F BPI Building, A. Bonifacio Street 9600 Cotabato City Tel. No. (064) For the Central Visayas, the addresses of and provincial offices are:

4 Bohol Cooperative Development Authority Bohol Provincial Office Old Capital Building Carlos P. Garcia East Avenue, Tagbilaran City Tel. No. (038) Negros Oriental Cooperative Development Authority Negros Oriental Provincial Office Farmstead, Talay, Dumaguete City Tel. No. (035) Siquijor Cooperative Development Authority Siquijor Provincial Office Old Capitol Building Siquijor, Siquijor C. What are the general requirements for registering a cooperative? You will need four copies each of the following: a. Economic Survey; b. Bylaws; c. Article of cooperation; d. Three Years Projected Financial Statement (Income Statement, Balance Sheet and Cash Flow); e. Organizational Structure; f. Sketch Map (Specifying the proposed office location of the cooperative); g. Certificate (Certifying that core management team and internal control system has been appointed and installed); h. Certificate of PreMembership Education Seminar (PMES) ; i. Undertaking to submit reportorial requirements and to change name j. Verification slip and fee P The article of cooperation should be notarized and accompanied by the following:

5 1. Bonds of accountable officers; and 2. Sworn statement of the treasurer duly notarized showing that at least 25% of the authorized share capital; and at least 25% of the total subscription has been paid. The paid up capital must not be less than P2, It must be noted that no member may own more than 20% of the subscribed share capital; and that each share must not be less than P1.00. D. What is an Economic Survey? An economic survey is a general statement describing the structure, purpose, economic feasibility of the proposed cooperative, area of operation, size of membership and other pertinent data. It is, in fact, a project feasibility study. The structure describes the kind of cooperative being set up, whether it is primary, secondary or tertiary and whether it is a credit, consumer, transport or any other type of coop. The purpose defines the primary, secondary and other objectives of the cooperative. The area of operation merely indicates the geographical or sectoral scope of the coop. For example, a cooperative may operate in, says Cebu City; or it may operate in a certain social sector like farmers. Size of membership is important to set limits to the coop s scope like farmers. This is closely related to cooperative structure. The most important part of the survey is the economic feasibility. Here the prospective coop members estimate the incomes and expenses of the cooperative. It makes a projection of the feasible growth pattern of the coop over a certain period and how these growths generates income and incur expenses. It tries to anticipate possible obstacles and constraints and make allowances for them E. What are cooperative bylaws? Bylaws are the set of rules that defines and determines how a cooperative is to be run without confusion. In general, bylaws should be consistent with the provisions of the Cooperative Code of the Philippines (R.A.6938). The bylaws should include the following: 1. The qualifications for membership; how they are acquired, maintained and lost; 2. The rights and liabilities of members; 3. The condition for transfer of a share of interest; 4. The rules and procedures covering the agenda, time, place and manner of calling, convening, conducting meetings, quorum requirements, voting systems and other matter related to the business affairs of the general assembly, board of directors, and committees; 5. The general conduct of the affairs of the cooperative, including the powers and duties of the general assembly, board of directors, committees and other officers and their qualifications and disqualifications; 6. The manner in which capital may be raised and purposes for which it can be utilized; 7. The mode of custody and of investment of net surplus;

6 8. The accounting and auditing systems; 9. The manner and limitations of loaning and borrowing, including limitations; 10. The method of distribution of net surplus; 11. The manner of adopting, amending, repealing, and abrogating bylaws; a conciliation or mediation mechanism for the amicable settlement of disputes among members, directors, officers and committees; and 12. Other matters pertaining to the purposes and activities of the cooperative. F. What does the Article of Cooperation contain? The Article of Cooperation is a duly notarized document that legally binds all the signatories in the formation of a cooperative. It should contain: 1. The name of cooperative which shall include the word cooperative 2. The purpose or purposes and scope of business; 3. The term of existence of the cooperative (not more than 50 years); 4. The area of operation and the postal address of the registrants; 5. The common bond of membership; 6. The list of names of the directors who shall manage the cooperative; and 7. The amount of its share capital, the names and residences of its contributors and a statement of whether the cooperative is primary, secondary or tertiary in accordance with Article 23 of R.A G. How much is the registration fee? CDA Memorandum Circular No effective 16 July 2004 provides that the registration fee shall be one tenth (1/10) of one percent of the authorized share capital but not less P (regular lane) and P1, (express lane) for new primary cooperative. Moreover, P2, is the registration fee for secondary cooperative; P3, for tertiary cooperative; and P50.00 for laboratory cooperative. H. What are the types and categories of cooperatives? The following are the types of cooperatives: 1. Credit Cooperative promotes thrift and savings among its members and creates funds in order to grant loans for productive and provident purposes; 2. Consumer Cooperative the primary purpose is to procure and distribute commodities to members and nonmembers; 3. Producer Cooperative undertakes joint production whether agricultural or industrial; 4. Marketing Cooperative engages in the supply of production inputs to members, and markets their products;

7 5. Service Cooperative engages in medical and dental care, hospitalization, transportation, insurance, housing, labor, electric light and power, communication and other services; and 6. Multipurpose Cooperative combines two (2) or more of the business activities of these different types of cooperatives. According to membership and territory, the following are the categories of cooperatives: In terms of membership: 1. Primary Cooperative the members of which are natural person of legal age; 2. Secondary Cooperative the members of which are primaries cooperatives; 3. Tertiary Cooperative the members of which are secondaries cooperative such as the federation and unions. In terms of territory: cooperatives are categorized according to areas of operation, which may or may not coincide with the political subdivisions of the country. I. For what purposes may a federation of cooperatives be registered? A federation of cooperatives whose members are primary and/or secondary cooperatives with single line or multipurpose business activities may be registered for any or all of the following purposes: Primary purpose 1. To carry on any cooperative enterprise authorized under article 6 of R.A.6938; Secondary purposes 1. To carry on, encourage and assist educational and advisory work relating to its member cooperatives; 2. To render services designed to encourage simplicity, efficiency, and economy in the conduct of the business of its member cooperatives and to facilitate the implementation of their bookkeeping, accounting and other systems and procedures; 3. To print, publish and circulate any newspaper or other publication in the interest of its member cooperatives and enterprises; 4. To coordinate and facilitate the activities of its member cooperatives; 5. To enter into joint ventures with national or international cooperatives of other countries in the manufacture and sale of products and /or services in the Philippines and abroad; and 6. To perform such other functions may be necessary to attain its objectives. Note: Registered cooperatives may organize a federation at the provincial, city, regional, and national levels according to the type of business carried on.

8 J. What about cooperative unions? Registered cooperatives and federations may organize or join cooperative unions to represent the interest and welfare of all types of cooperatives at the provincial, city, regional and national levels. Cooperative unions may have the following purposes: 1. To represent its member organizations; 2. To acquire, analyze, and disseminate economic, statistical, and other information relating to its members and to all types of cooperatives within its area of operation; 3. To sponsor studies in the economic, legal, financial, social and other phases of cooperation, and publish their results; 4. To promote the knowledge of cooperative principles and practices; 5. To develop the cooperative movement in their respective areas of operation; 6. To advise the appropriate authorities on all questions relating to cooperatives; 7. To raise funds through membership fees and contributions, donations, and subsidies from local and foreign sources whether private or government; and 8. To do and perform such other activities as may be necessary to attain these objectives. Note: Cooperative unions may assist the national and local government in the latter s development activities in their respective areas of operation. K. How soon should the CDA act on your application for registrations? The CDA has 30 days, after filing, to act on application for registration. If there is no action within 30 days, the application is considered approved, unless the applicant himself causes the delay. L. What should you do if the application is denied? If the application is denied, you may appeal to the office of the president. If the office of the president fails to act within 90 days from the filing of appeal, the application is considered approved. M. What evidence confirms the approval of your registration? If your application has been approved, the CDA will give you a Certificate of Registration. The certificate confirms that your cooperative has been duly registered. N. What are the powers and capacities of a registered cooperative?

9 Once your cooperative is registered under the Cooperative Code of the Philippines (R.A.6938) it will have the following powers and capacities: 1. To sue and be sued in its cooperative name; 2. Of succession; 3. To amend its article of cooperation in accordance with the provisions of R.A.6938; 4. To adopt bylaws not contrary to law, morals or public policy, and to amend and repeal the same in accordance 5. with R.A.6938; 6. To purchase, receive, take or grant, hold, convey, sell, lease, pledge, mortgage, and otherwise deal with such real and personal; 7. property as the transaction of the lawful affairs of the cooperative may reasonably and necessarily require, subject to the 8. limitations prescribed by law and Constitution; 9. To enter into division, merger or consolidation, as provided in R.A.6938; 10. To join federations or unions, as provided in R.A. 6938; 11. To accept and receive grants, donations and assistance from foreign and domestic sources; and 12. To exercise such other powers granted by R.A.6938 necessary to carry out its purpose or purposes as stated in its Articles Of Cooperation. O. Who may become members of a cooperative? If you are a Filipino, of legal age, you can be a coop member if you meet the qualifications prescribed by the coop s bylaws. The board of directors acts on application for membership. A member may exercise his rights only after having paid the fees for membership or acquired shares in the coop. P. What is the minimum number of members in a cooperative? Fifteen (15) natural persons of legal age who are citizens of the Philippines. Q. Can government officers and employees join a cooperative? Yes, provided that: 1. Any officer or employee of the CDA shall be disqualified to be elected or appointed to any position in a cooperative; 2. Elected officials of the government, except barangay officials, shall be ineligible to become officers and directors of cooperatives; and 3. Any government employee may, in the discharge of his duties as member in the cooperative, use official time provided that the operations of the office where he works are not adversely affected.

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