Section 24.

Compensation-The members of the Board Committees, may in

addition to per diems for actual attendance in the board and committee meetings and
reimbursement of actual and necessary expenses while performing functions in behalf
of the cooperative, given regular compensation by a majority vote of the members
entitled to vote at regular or special general assembly called for the purpose.

ARTICLE IV

CAPITAL STRUCTURE

Section 1. Source of Funds- The cooperative shall derive it funds from:

A) Share Capital
B) Revolving Capital
C) Retains
D) Capital Reserves
E) Loan Capital
F) Subsidies, Grants, Donations
G) Other source of funds as maybe authorized by law

Section 2. Continuous Capital Build-Up- Every member shall invest in the share
capital of the cooperative;

A) At least Two Hundred Pesos (P200.00) monthly subscription shall be paid until
the subscribed capital stock have been fully paid.
B) A t least 10 percent (10%) of his annual interest on capital and patronage refund

Section 3. Borrowing- The cooperative, through the Board of Directors with the
approval of the general assembly may borrow money from any source at the best terms
and conditions available and in such amount that maybe needed.

Section 4. Revolving Capital- The general assembly may authorized the Board of
Directors to raise a revolving capital by retaining deferring the payments of the
patronage refund and interest on share capital. The Board of Directors shall issue
revolving capital certificates with serial number, name, amount and rate of interest to be
paid upon retirement.

Section 5. Retains- The Board of Directors as the authorized by the general

assembly may raise additional capital by deducting a certain amount or percentage on
a unit basis from the proceeds of the services/goods sold by members.

Section 6. Share Capital and Stock Certificate- The term share refer to a unit of
capital the par value of which is One Hundred Pesos (P100.00)

Serially numbered certificates of stock of the cooperatives shall be issued to each

member upon the full payment of the subscription, and for subsequent shares as they
are paid for. The certificate shall contain the shareholders name, the number of shares
owned, the par value, and duly signed by the Chairman and secretary, bearing the
official seal of the cooperative. All issues and transfer shall be registered in the stock
and transfer book.

The shares may be purchased, owned or held only by the person who are eligible for
membership. Interest may be paid only on the paid share capital at the rate prescribed
by the CDA and such interest maybe in cash, or credited towards payment of
subscription, outstanding accounts, or additional shares or the revolving fund of the
cooperative. Due and unpaid share capital shall be subject to a fine of two percent (2%)
as determined by the Board of Directors for very month of delinquency.

Section 7. Transfer of Share

(1) The cooperative shall have the first option to buy any share offered for sale. The
amount to be paid for such shares shall be the par value of book value whichever
is lower;
(2) If the cooperative is not in the position or otherwise refuses to purchase such
shares, the member shall have the right to sell them to any person eligible for
membership in the cooperative;
(3) Any member shall not transfer any share held by him or the interest in the
cooperative or any part thereof, unless;

a) He/ She has held such shares or interest for at least one (1) year;
b) The transfer is made to a member of the cooperative or to a person who
falls within the field of the membership of the cooperative provided that
the said person is acceptable to the cooperative;
c) The Board has approved such transfer.

(4) Transfer of shares shall not be binding to the cooperative until such transfer has
been registered in its stock and transfer book. No transfer shall be completed
until the olds certificate shall be endorsed, surrendered and a new certificate is
issued. The last transferee, if a new member, shall pay the required membership
fee. A transfer fee ONE HUNDRED PESOS (P 100.00) shall be charged.

(5) In case of loss or destruction of a certificate of stock, another may be issued in its
place to the owner after executing an affidavit in triplicate setting forth the
following;

a) Circumstances as to how, when and where said certificate was lost or

destroyed
b) The number of shares represented by the certificate;
c) The serial number of the certificate; and
d) The lost or destroyed certificate has never been transferred, sold or
endorsed to any third party, and that should be the same be found, the
owner shall surrender it to the cooperative.

Any false representation or statement made in the aforesaid affidavit shall be

considered a ground for expulsion from the cooperative.

ARTICLE V

OPERATION

Section 1. The cooperative shall procure the production inputs and supplies, consumer
goods, machinerys other equipments and their spare parts of its members and the
community in bulk from the best sources possible through a cooperative purchasing
system to achieve economy and efficiency, and shall make these goods available
regularly at the right quality and quantity at reasonable price.
Section 2. All members shall procure their goods and other requirements from the
cooperative.

Section 3.The cooperative shall endeavor to have sizable portion of the retail trade
and/or services towards stabilizing prices of these goods / services. In this regard, the
cooperative shall endeavor to serve as the direct link between the producers and the
consumers/users to minimize the factor of merchandising and bring down prices of a
commodity.

Section 4. All members shall execute a marketing and/or service agreement and/or
provide the needed services in the usual and customary manner, or in any manner it
may see fit under the circumstance, having in mind the interest and welfare of the
members.

Section 5. The cooperative based on the need of its member an/or sound economic
consideration shall acquire, lease, maintain and operate pool of machinery and
equipment for its pre and post harvest activities, warehouse and other facilities.

Section 6. The cooperative shall mobilize the resource of the member for capital
formation toward financing and other services needed by them and the community.

Section 7. Conditions of Loan- The board of directors shall prescribe the and
conditions for the granting of loans, the maximum amount that may be granted to a
member , the relate of interest, fines of payment in default, maximum period of
repayment, and all other factors as well, to facilitate the loans in operations and
safeguard the interest of the members and the borrowers.

In determining the rate of interest, the Board of Directors shall be guided by the
overriding principle of service over and above profit.

Section 8. Renewal of Loans- Regular loans, providential or productive, may be

renewed provided a certain percent thereof has already been paid. The percentage of
payment shall be determined by the Board from time to time as changes in the total
maximum loans allowed to all members occur and as the need arises.

Section 9 Application of Loans- A loan application shall state specifically the purpose
or purposes for which the money is to be used. Any false representation or statement
made in the application shall be ground for the cancellation of the loans or if the money
has been used for a purpose other than those for which it was granted, the loan shall at
once become due And demandable

Section 10. Restriction on the Officers, Directors and Committee Members- No

director or committee member shall vote on a loan requested by a member of his/her
family. Naturally or by affinity up to the third civil degree or on a loan requested by a
person who owes a debt to him/her or any member of his/her family; neither can he/she
become a co-maker, surety or endorser on any loan contracted with the cooperative.
The application for a loan by a member of the Credit Committee shall be subjected to
the approval of the Board of Directors.

Section 11. Appeal- An appeal from the decision of the Credit Committee for abuse of
discretion or violation of any existing policy of the Board of Directors and the audit and
Inventory Committee whose decision on the matter shall be final

Section 12. The Cooperative shall be mobilize the resource of its member for capital
formation toward financing other services needed by them and community.
Section 13. Service over and above profit shall be the overriding consideration of the
cooperative in the pursuit of its goal and in the operation of its business.

ARTICLE VI

ALL LOCATION AND DISTRIBUTION OF NET SURPLUS

Section 1. At the end of the fiscal year, the cooperative shall distribute its net surplus as
follows:

1. Ten percent (10%) shall be set aside for RESERVE FUND.

a) The reserve fund shall be used for the stability of the cooperative and to meet
net losses in its operations. The general assembly may decrease the amount
allocated to the reserve fund if it exceeds the share capital.

Any change of this reserve fund shall require prior approval of the general
assembly. Any sum recovered on items previously charged to the reserve fund
shall be accredited to this reserve fund.

b) The reserve fund shall not be utilized for investment, other than authorized in
the cooperative code. Such sum of the reserve fund in excess off share
capital maybe used at anytime for any projects that would expand the
operations of the cooperative upon the resolution of the general assembly.
c) Upon the dissolution of the cooperative, the reserve fund shall not be
distributed among the members.

The general assembly may resolve:

a) To establish usufructuary fund for the benefit of any federation or union to

which the cooperative is affiliated;
b) To donate, contribute, or otherwise dispose of the amount for the benefit of
the community where the cooperative operates. If the members cannot
decide up to the disposal of the reserve fund, the same shall go to the
federation or union to which the cooperative is affiliated.
2. Ten percent (10%) for the education and training fund.
a) Half of the amount transferred to the education and training fund annually
under this sub-section may be spent by the cooperative for education and
training and other purposes; while the other half shall be credited to the
cooperative education and training fund of the apex organization of which the
cooperative is a member;
b) Upon the dissolution of the cooperative, the unexpected balance of the
education and training fund appertaining to the cooperative shall be credited
to the cooperative education and training fund of the above mentioned apex
organization.
3) Ten percent (10%) optional fund for land and building.

A subsidiary ledger of this land and building fund must be maintained by the
cooperative to record the individual proportionate share contributed by the
member. As soon as the purpose is achieved the fund shall be reverted to the share
capital of the individual contributors to the fund appearing on ledger.

4) The remaining net surplus shall be made available to the members in the form of
interest on share capital and patronage refund computed in accordance with the
Rule 4 of the cooperative code of the Philippines.

The sum allocated for patronage refund shall be made available at the
same rate to all person, including non-members, of the cooperative in proportion
to their individual patronage; Provided that:

a) In case a member patron with a paid-up share capital contribution,

his/her proportionate amount of patronage refund shall be paid to
him/her unless she agrees to credit the amount to his/her account as
additional share capital contribution;
b) In case of a member patron with unpaid share capital contribution,
his/her proportionate amount patronage refund shall credited to his/her
account until his share capital contribution has been fully paid;
c) In case of a non member patron, his proportionate amount of
patronage refund shall be set-aside in a general fund for such patrons
and shall allocated to individual non-member patrons only upon
request and presentation of evidence of the amount of his patronage.
The amount so allocated shall be credited to such patrons towards
payment of the capital contribution for membership. When a sum total
to this amount has accumulated at any time within a period of two (2)
years such patron shall be de deemed and become a member a the
cooperative if he so agrees or request and complies the provisions of
these by-laws for admission to membership.
d) If within the period of time specified these by laws. Any subscriber who
has not fully paid his subscribed share capital or any non-member
patron who has accumulated the sum necessary for membership but
who does not request nor agree to become a member, or fails to
comply with provisions of the by-laws for admission to membership
the amount so accumulated or credited to their accounts together with
any part of the general fund for nonmember patrons shall be credited
to the reserve fund or the education and training fund of the
cooperative at the option of the general assembly.

ARTIVEL VII

MISCELLANEOUS

Section 1 Investment of Capital

1) A cooperative may invest its capital in any of the following;

a) In share or debentures or securities of any other cooperative
b) In any refutable bank in the locality or any cooperative.
c) In securities issued or guaranteed by the government
d) In real estate primarily for the use of the cooperative or its members; or
e) In any manner approved by the general assembly.
Section 2. Books of Accounts The cooperative shall keep and maintain adequate
books of accounts in accordance with generally accepted accounting principles and
practices applied consistently from year to year subject however, to the provisions of RA
6938.

Section 3.Audit- At least one a year, the Board of Directors shall in consultation with
the Audit and Inventory Committee, cause the Audit of the books of the cooperative by
an independent Auditor.

Section 4. Annual Report- The Board of Directors shall make annual report of the
affairs of the cooperative to the members at the general assembly together with audited
financial statement. The report and statement shall be certified by the chairman,
treasurer, manager and other responsible officers of the cooperatives a true and correct
in all aspects to the best of their knowledge.

Copy of the annual report together with the audited financial statements shall be
submitted to the CDA within 60 days from the end of the fiscal year.

Section 5. Accounting System- Unless otherwise prescribed by the Cooperative

Development Authority, the cooperative shall adopt the generally accepted accounting
procedures and practices, taking into consideration the cooperative principles and
practices.

Section 6. Settlement of Disputes- Any disputes arising between or among members

of the board of Directors, Committees, Officer and individual members shall be referred
to arbitration committee of 3 members, one shall come from the Federation or union
among which the cooperative is a members and/or operating within area of operation
and the two to be nominated by each of the parties concerned. The award of the
arbitrators may be appealed to the CDA within 15 days from the date of notice

If the dispute is involving one complicated question of law and fact, the parties
involved may refer the same to the CDA.

ARTICLE VIII

CDA REGULATIONS: COOPERATIVE CONDUCT AND ETHICAL STANDARDS FOR

MEMBERS, OFFICIALS & EMPLOYEES AS ADOPTED IN REGION XI MODEL

Section 1. Applicability of Provisions All rules, regulations, circulars, memorandums

and other issuance of the Cooperative Development Authority pursuant to RA 6938 &
6939, in so far as they are applicable to this cooperative are hereby made part of these
by laws.

ARTICLE IX

AMMENDMENTS

Section 1. Amendments to the Articles of Cooperation and by-laws maybe adopted by

two-third (2/3) vote of all members with voting rights at any special or regular general
assembly called for the purpose without prejudice to the rights of dissenting members to
withdraw their membership under Article 31 & 32 of RA 6938

The amendments shall take effect upon the issuance of the corresponding
Certificate of registration by the Cooperative Development Authority

Voted and adopted this 26th day of January 2008, at Barobo, Surigao del Sur,
 NAMES SIGNATURE

1. Cilve Abregar ------------------------------------------

2. Enrique Augis _________________________

3. Arnold L. Botona _________________________

4. Cleopatra Buenaflor _________________________

5. Noriebelle C. Cagoco _________________________

6. Bobby Castillo _________________________

7. Cirilo V. Caybot _________________________

8. Preciosa R. Cejas _________________________

9. Linda Chinedo _________________________

10. Frediswinda M. Consigna _________________________

11. Venustita Dalagan _________________________

12. Ally G. Diapana _________________________

13. Cherry S. Diaz _________________________

14. Gay Grace Dosdos _________________________

15. Blesilda M. Furia _________________________

16. Janet S. Gerbabuena _________________________

17. Marilou M. Godito _________________________

18. Lerma Guillergan _________________________

19. Dionesio janiola _________________________

20. Lucena Lampara _________________________

21. Rosa Layson _________________________

22. Mercelyn D. Lecias _________________________

23. Victoriono IV D. Martizano _________________________

24. Villa Aurora P. Nidea _________________________

25. Angelo F. Obenza _________________________

26. Lemuel D. Oculares _________________________

27. Samuel M. Ortega _________________________

28. Victorino Jr. Osorio _________________________

29. Grace Crisilda A. Pantaleon _________________________

30. Alma C. Pontillo _________________________

31. Reynaldo A. Pontillo _________________________

32. Hilario Priego _________________________

33. Jacqueline G. Reyes _________________________

34. Transfiguracion Reyes _________________________

35. Arturo D. Ronquillo _________________________

36. Asther P. Ronquillo _________________________

37. Mina Joji U. Ronquillo _________________________

38. Ma. Teresa B. Saligumba _________________________

39. Elizabeth Sam _________________________

40. Gwen Lou C. San Pablo _________________________

41. Marrietta V. Sayawan _________________________

42. Armando Ismael D. Siega _________________________

43. Fernando B. Sumaylo _________________________

44. Daisy L. Siega _________________________

45. Sufriano V. Tabil _________________________

46. Lilia V. Temlanza _________________________

47. Rosalinda C. Villamor _________________________

48. Margie P. Parcia _________________________

49. Edito Cantiga _________________________

50. Evelyn B. Montilla _________________________

51. Antonina L. Enriquez _________________________

52. Beverly M. Barretto _________________________

53. Helen V. Leyson _________________________

54. Elizabeth R. Mayo _________________________

55. Erlinda Monforte _________________________

56. Dr. Joel S. Pama _________________________

57. Julita Ronquillo _________________________

58. Monyeen Reyes _________________________

59. Malou Q. Tinambacan _________________________

60. Ruby urbiztondo _________________________

61. Marivic Acero _________________________

62. Ester Varquez _________________________

63. Nena Igsoc _________________________

SIGNED IN THE PRESENCE OF:

1. ENGR. MATIAS V. CAYBOT 2. DORIS F. DANDAN

Witness Witness

We, the undersigned, constituting the majority of the Board of Directors of the BAROBO

GOVERNMENT OFFICIALS AND EMPLOYEES COOPERATIVE (BARGOEMCO) do

hereby CERTIFY that foregoing instrument is the Code of By-Lays of the said

cooperative.

ARMANDO ISMAEL D. SIEGA ANTONINA L. ENRIQUEZ

Director Director

ALLY G. DIAPANA NORIEBELLE C. CAGOCO

Director Director

MARGIE P. PARCIA FERNANDO B. SUMAYLO

Director Director

ROSALINDA C. VILLAMOR
Director