1
Q
an autonomous and duly registered association of persons with common bond of interest, who have voluntarily joined together
- achieve social, economic and cultural needs
- in accordance with universally cooperative principles
A
Cooperative
2
Q
What are the cooperative principles
A
Democratic Member Control
Autonomy and Independence
Concern for Community
Voluntary and Open Membership
Member Economic Participation
3
Q
Are cooperatives generally exempted to tax?
A
Yes.
4
Q
How is cooperative created?
A
By operation of law. You let the cooperate code operate through filing by-law and articles of incorporation
5
Q
It refers to the government agency created by Cooperative Code entrusted with the supervision and regulation of cooperatives in the Philippines
A
Cooperative Development Authority
6
Q
Cooperative is subject to three types of audit. What are those?
A
Social, Performance and Financial Statements Audit
7
Q
It refers to type of audit wherein the cooperative assesses its social impact an ethical performance vis-a-vis its stated mission, vision, goals and code of social responsibility
A
Social Audit
8
Q
It is a type of cooperative that promotes cooperativism among its members and the public through socially-oriented projects, education and training, research and communication and other similar activities to reach out to its intended beneficiaries
A
Advocacy Cooperative
9
Q
It is a type of cooperative that is organized for the primary purpose of engaging in saving and credit services and other financial services
A
Financial Service Cooperative
10
Q
Pool Savings then render credit services
A
Credit Cooperative
11
Q
Provide financial services to other cooperatives
A
Cooperative Bank
11
Q
Provide financial services to other cooperative banks
A
Cooperative Bank
12
Q
It is a type of cooperative the members of which are natural persons
A
Primary Cooperative
13
Q
Members are primary cooperatives
A
Secondary Cooperative
14
Q
Members are secondary cooperatives
A
Tertiary Cooperative
15
Q
A purpose of cooperative. Yes or No.
To promote monopoly and restraint of trade
A
No.
16
Q
Consists of cooperatives
A
Federation. Keyword is member cooperative
17
Q
Consists of federation of cooperatives
A
Union. Ex, member organization, member association
18
Q
Qualifications of organizers or founders of a prospective cooperative
A
-fifteen or more natural persons
-all are filipino citizens
-residing or working in the intended area
- have a common bond of interest
xx age is not a requirement
19
Q
What is the maximum foreign invest or ownership in a cooperative?
A
0%
20
Q
formed and managed principally by minors with another registered cooperative
A
Laboratory Cooperative
21
Q
a cooperative affiliated to a cooperative handled by minrs
A
Guardian Cooperative
22
Q
Should organizers or founders of a laboratory be graduates?
A
No. It is not necessary for them to be high school graduates
23
Q
What is the age bracket of a laboratory cooperative?
A
At least 7 years old but below 18 years old
24
What is the minimum years of operation of a single purpose cooperative in order to transform into a multi purpose OR single purpose to create a subsidiary?
at least two years of operations
25
It refers to the document that will be filed to CDA in order for the prospective cooperative to be created.
Articles of Cooperation
26
When shall the cooperative by-laws be filed to the CDA?
At the same time the Articles of Cooperation submitted to the CDA (similar with Cooperation)
27
What is the minimum prescriptive period to lapse from filing of application for registration as a new cooperative for the inaction of CDA to be considered an implied approval of the registration?
At least 60 days.
In SEC, there is no implied approval
28
What is the minimum prescriptive period to lapse from filing of application for amendment of articles of cooperation or bylaws for the inaction of CDA to be considered an implied approval of the amendment?
At least 30 days
29
What is the minimum subscribed shares before a prospective cooperative be registered with CDA
at least 25% of authorized share capital
In SEC, none
30
What is the minimum paid up capital?
At least 25% of the actual total subscription or 15,000 whichever is higher
In SEC, none
31
What is the voting requirement for registration or formation of an electric cooperative
at least 20% of all members in good standing
32
When does a cooperative formed and organized acquire juridical personality?
From the date of issuance of COR
33
What is the conclusive evidence and its due registration with CDA?
Certificate of Registration issued by CDA under official seal
34
What is the required vote for amendment of Articles of Cooperation of a Cooperative?
at least 2/3 of all members with voting rights
35
What is required vote for amendment of the provisions of By-Laws of a Cooperative
at least 2/3 of all members with voting rights
36
What is the nature of liability of a Cooperative?
Limited Liability
37
What is the maximum term of cooperative?
Life is indefinite. Unlimited renewal. 50 years
38
What is the period for renewal of a term of a cooperative?
within 5 years prior to the expiration of the term
In Corporation, within 3 years
39
What are the two types of members?
Regular and Associate
40
What type of member has voting rights and can buy common and preferred shares?
Regular Members
41
What type of member that has no voting rights and can only buy preferred shares?
Associate Members
42
What are the requirements for an associate become a regular member?
1. met the minimum requirements of regular membership
2. continues to patronize for at least 2 years
3. signifies his intention to remain a member
43
What is required vote for the termination of a membership?
at least majority of all the member of the BOD of the cooperative
44
What is the minimum number of days of giving notice to the BOD before a member may withdraw his membership
60 days notice
45
What is the right of a withdrawing member of a coopearive?
Book Value per share, refund of share capital and all other interests
46
Ground for termination of a membership of a member in a primary cooperative?
Death and Insanity
47
Ground for termination of a membership of a member in a secondary or tertiary cooperative?
Insolvency or Dissolution
48
Extent of nature of liability of a member for the the debts to third person
liable up to the extent of his capital contribution
49
It shall be the highest policy making body of the cooperative and shall exercise such powers
General Assembly
50
What is the composition of General Assembly?
Regular members only = voting rights
51
What cannot be delegated by General Assembly to Board of Directors?
Approval of amendments of articles of cooperation
Elect or appoint members of the board and their removal
approve developmental plans of the cooperative
52
What is the required vote for the valid delegation by the General Assembly to smaller body?
At least 3/4 vote of all its members with voting rights
53
How often shall regular meeting be held?
At least anually
54
In absence of a date fixed, when shall regular meeting by the GA be held?
Any date within 90 days after the close of each fiscal year
55
What is the quorum in the meeting of GA of an ordinary cooperative?
at least 25% of all the members
56
What is the quorum in the meeting of GA of an electronic cooperative?
at least 5% of all members entitled to vote
57
As a general rule, what is the quorum in the meeting of GA of a cooperative bank
At least one half plus one of the number of voting shares
//majority
58
As an exception to general rule of quorum in cooperative bank, for amendment of its articles of cooperation or by-laws
At least 3/4 of all members with voting rights
59
What is the number of vote that a regular member of a primary cooperative? Generally
Only one vote.
60
What is the number of vote that a regular member of a cooperative bank?
The number of shares held. Proportionate toe the number of their paid-up shares
61
What is the number of vote that member cooperatives of a secondary or tertiary
One basic vote and as many incentive votes as provided for in the by-laws but not exceeded five votes
62
It shall be the body in a cooperative responsible of the strategic planning, direction-setting and policy formulation
Board of Directors
63
Composition of BOD of a cooperative
not less than 5 but not more than 15
64
What is the term of office of a directors of a stock corporation (oo tama corporation yan)
1 year
65
What is the term of office of a directors of a ordinary non-stock corporation (oo tama corporation yan)
3 years
66
What is the term of office of a directors of a non
stock, non profit educational institution (oo tama corporation yan)
5 years
67
What is the term of office of a directors of a cooperative?
2 years
68
What is the quorum necessarily for validity of meeting of BOD of ordinary cooperative
at least majority unless the bylaws provide otherwise
69
What is the quorum necessarily for validity of meeting of BOD of cooperative bank
one-half plus one. majority. always. cant be changed by the bylaws
70
What position can be concurrently be held of a director of a cooperative?
If director, you cant be an officer. Only as a chairman or vice chairman of the board of directors
71
What reason of vacancy in the BOD will disqualify the remaining directors despite consituting quorum to fill up the vacancy? Only General Assembly can fill up such vacancy
Expiration of term and Removal
72
Can be filled up by constituting a quorum by the BOD to fill up the vacancy?
Death of a director
Disqualification of a director
Resignation or abandonment of office by a director.
If no quorum, automatic general assembly
If quorum, it can still be filled through either meeting or general assembly
73
How may an executive committee in a cooperative be created?
by provision in the by-laws
74
How may the powers of executive committee in a cooperative be delegated?
Can BE provision or majority vote of all the members then board resolution
75
In the absence of provision, what extent of benefits are directors of a cooperative entitled to? Generally they do not have compensation
Reasonable per diems or other term is Honorarium
76
Required vote for directors of cooperative to have compensation?
At least majority vote of the members with voting rigts
77
In case there is a provision, to what extent of benefits are directors of a coopereative entitled to during the first year of existence?
No compensation for the first year. Only Reasonable per diems
78
If last year is net loss, what extent of benefits shall the director receive? Compensation? Reasonable per diems?
None.
79
How shall the compensation of officers as well as the memebrs of the committees be fized?
It may be fixed in the by-laws
80
How shall the compensation of employees as the committees be fixed?
It may be fixed by at least majority vote of the BOD present in a meeting qith a quorum.
81
How often shall the regular meeting of the BOD of a primary cooperative
At least monthly
82
As a general rule, what is the status of contract entered into by the cooperative with one or more of its directors? Also known as contract with self-dealing directors?
Valid on part of director. Voidable on the part of cooperative. Since voidable, subject for annulment. 4 years upon discovery
83
What is the required vote for ratification of voidable contract entered with self-dealing director?
At least 3/4 of members constituing a quorum. To approve ratification, also 3/4 of the the quorum.
84
The liablity for a director that acquires an oopurtuinty that should have been of cooperative
Liable for damages and double the profits
To ratify acquisition, 3/4 members
85
What is the required vote for removal of an officer or a director of a cooperative?
3/4 of members
86
Who will be disqualified to be appointed as an officer of a cooperative?
1. Two or more persons with relationships up to the 3rd civil degree of consaguinity. (Cooperative = C, A B C, pangatlo)
2. Any person enagegd in a business similar to that of the cooperative. Conflict of interest
87
What does prejudice means?
Total Assests>Total Liability
88
What procedure should be done for a voluntary dissolution of a cooperative if the dissolution does not prejudice the rights of any creditor?
By submitting a resolution duly adopted by BOD and ratified by General Assembly (majority vote of BOD, 3/4 of members)
89
What procedure should be done for a voluntary dissolution of a cooperative if the dissolution does prejudice the rights of any creditor?
In this case, TL>TA
Filing a formal petition for dissolution with CDA with notice and hearing
90
What is the required vote for voluntary dissolution?
Majority of the BOD and 3/4 all members in General Assembly
91
What are the valid grounds for involuntary dissolution?
Violation of any law or rules
Violation of the cooperative's by laws
Insolvency of the cooperative
xx incuriing net loss in the cooperatives operation is not a valid ground
92
What are the modes of dissolution of a cooperatieve?
1. Expiration of its charter/term. Failure to renew its term
2. Termination of its existence through voluntary dissolution
3. Termination of its existence through an appropriate judicial proceeding also known as involuntary dissolution
93
After the dissolution, what is the maximum period for liquidation of the cooperative?
Similar with the corporation, three years from the time it is dissolved
94
if the asset distributable to any creditor, shareholder, or member who is unknown cannot be found given?
in liquidation, to the federation or union to which the cooperative is affiliated with
in corporation, national government
95
in liquidation, what will happen to the subsidies, donations, legacies, grants aids and other assistance
it will be escheated in favor of the governemt
96
Where will education and training fund go in liquidation?
to the federation it is affiliated with
97
It refers to a union of two or more existing cooperative, same category, whereby surviving cooperative retaining its identity
only the same category can merge. different category can't merge
Merger
A + B = A
98
It refers to a union of two or more existing cooperative, same category, whereby surviving combining cooperatives created a new cooperative
Consolidation
A + B = C
99
What is the required vote for the validity of merger or consolidation?
Regular Members only, 3/4
In corporation, majority of BOD, ratified by 2/3 of shareholders
100
What is the required vote for division of cooperative to two or more?
General Assembly only, 3/4
101
Cooperative does not have investment or capital contribution by stockholders. T/F?
True. A cooperative does not have stockholders, only members
102
What is the maximum limitation on share capital of a member of a cooperative?
Control is not allowed in cooperative. No more than 10% of the share capital of cooperative
103
WHat is the minium and maximum par value?
At least 100 pesos but not more than 1000 pesos
104
Who shall perform annual FS audit of a cooperative?
Independent CPA in good standing with PICPA and accredited by PRC-BoA and CDA.
105
It shall not be construed as profit but as an excess of payments made by the members for loans - Cooperative
Net surplus
106
How shall the net surplus of a cooperative be determined or computed?
by the provisions of the by-laws of the Cooperative
107
What is the 1st priority in the distribution of the net surplus of a cooperative?
Reserve Fund
108
This shall be used for the stability of the cooperative, to meet net losses in its operation and will not be utilized for investment purposes
Reserve Fund
109
What is the minimum amount of the reserve fund in the first five years of operation?
at least 50 % of net surplus
110
What is the minimum amount of the reserve fund after five years of operation?
at least 10% of net surplus
111
This fund shall provide for the training, development geared towards the growth of the cooperative movement
Educational and Training Fund
112
What is the maximum amount of education and training fund of a copperative
Not more than 10% of net surplus
113
This fund shall be used for projects or activites that will benefit the community
Community Development Fund
114
What is the minimum amount of Community Development Fund
At least 3% of net surplus
115
What is the maximum amount of optional fund
Not more than 7% of net surplus
116
This is the fund used for acquisition of plant, property and equipment
Optional Fund
117
What is the maximum interest on share capital that may be distributed by a cooperative
Not more than the normal rate of return of investments
118
What is the required vote for allocation of interest on share capital
Majority of BOD
119
What is the required vote for recommendation of deferment of distribution or payment
Majority of all members of GA present and constituting a quorum
120
It refers to the portion of net surplus allocated to members who patronize the goods and services?
Patronage fund
121
What is the minimum amount of net surplus for paatronage fund
At least 30% of the net suplus after decuting the statutory reserves based on the principle of equity
122
What is the percentage for the statutory reserves of the net surplus
30%
10% - reserve fund (min)
10% educational and training fund (maximum)
3% - community development fund (min)
7% - optional fund (min)
123
What is the maximum amount of net surplus of patronage fund
No more than more than twice the rate of interest on share capital
124
It is a principle of equity wherein an equal right of members to participate in the organization and to equitable share in the benefits accruing is established
Principle of Patronage Refund
125
In what fund shall the remaining net surplus be credited after the allowable interest and patronage refund have been decuted?
Reserve Fund
126
It refers to the amount available out of the deferred payment of the patronage refund and interest on share capital of the members or by authorized deduction of a percentage from the product sold
Revolving Capital / Revolving Fund
127
What is the right available to a member of a cooperative who dissents to a cooperative acts provided by Cooperative Code
Right to withdraw membership or appraisal right
128
Where is appraisal right not available?
Granting compensation to directors
129
What is the RA for Cooperative Code?
RA No 9520 Cooperative Code of 2008
RFBT
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