BYLAWS
KNOW ALL MEN BY THESE PRESENTS:

We, the undersigned, Filipino citizens and residents of the Philippines, representing a majority of the members of the SBMA EMPLOYEES’ WELFARE MULTI-PURPOSE COOPERATIVE, a primary non-agricultural multi-purpose cooperative hereinafter referred to as Cooperative, do hereby adopt the following code of by-laws.


ARTICLE I: OBJECTIVES AND PURPOSES

Section 1. Objectives and Purposes


ARTICLE II: MEMBERSHIP

Section 1 to Section 4. Who may qualify as members?; Kinds of Membership; Application for Membership; and, Duties of a Member.


Section 5 to Section 10. Rights of a Member; Liability of Members; Termination of Membership; Withdrawal; Expulsion; and, Appraisal and Payment of Members’ Interest Upon Termination of Membership.


ARTICLE III: GOVERNMENT

Section 1 to Section 10. Membership Control; The General Assembly; Powers and Limitations of the General Assembly; Annual General Assembly; Special General Assembly; Notice of General Assembly; Fiscal Year; Agenda; Quorum at the Membership Assembly; and, Manner of Voting.


Section 11 to Section 16. Board of Directors and Number; Qualification of, and Disqualification for Directors; Election of Directors; Directors Meeting, Election of Officers; Quorum of Director’s Meeting; and, Vacancies.


Section 17 to Section 21. Removal of Directors and Committee Members; Powers and Duties of the Board; Election Committee; Audit and Inventory Committee; and, Credit Committee.


Section 22 to Section 25. Qualifications of, and Disqualifications for Committee Member; Education and Training Committee; Conciliation Committee; and, Other Committees.


Section 26. Officers and their Duties.


Section 27 and Section 28. Liabilities of Directors, Officers & Committee Member; and, Management Staff.


ARTICLE IV: CAPITAL STRUCTURE

Section 1 to Section 8. Source of Funds; Continuous Capital Build-up; Cooperative Guarantee Fund; Borrowing; Revolving Capital; Retains; Share Capital and Stock Certificate; and, Transfer of Shares.


ARTICLE V: OPERATION

Section 1 to Section 12. Quality Good & Services; Sizeable portion of the Retail Trade and/or Services; Efficient and Reliable Service; Granting of Loans; Conditions of Loans; Renewal of Loans; Application for Loans; Restriction on Officers, Directors and Committee Members; Appeal; Deposits; Mobilization of Resources; and, Services over and above Profit.


ARTICLE VI: ALLOCATION AND DISTRIBUTION OF NET SURPLUS

Section 1 to Section 6. Distribution of Net Surplus;


ARTICLE VII: ALLOCATION AND DISTRIBUTION OF NET SURPLUS

ARTICLE VIII: SETTLEMENT OF DISPUTES

Section 1 to Section 2. Conciliation Procedures; and, Disputes Involving Members of the Conciliatory Committee and the Board of Directors.


ARTICLE IX: AMENDMENTS

Section 1 Amendments.