By-Laws of Diatagon Business Sector Association (Dibusa) : Know All Men by These Presents
By-Laws of Diatagon Business Sector Association (Dibusa) : Know All Men by These Presents
By-Laws of Diatagon Business Sector Association (Dibusa) : Know All Men by These Presents
We, the undersigned Filipino citizens, all of legal age, and residents of the
Philippines, representing at least majority of the members of this Association, do hereby
adopt the following code of By-laws.
Article I
Name of the Association
Article II
Principal Office
That the principal Office of the Association shall be in
Diatagon, Lianga, Surigao Del Sur
Getting and Staying Profitable - Maintaining profitability making sure that revenue stays
ahead of the costs of doing business. Focus on controlling costs in both production and
operations while maintaining the profit margin on products sold.
Productivity of People and Resources - Employee training, equipment maintenance and
to provide all of the resources our employees need to remain as productive as possible.
Excellent Customer Service - Good customer service helps you retain clients and
generate repeat revenue. Keeping our customers happy should be a primary objective of
your Association.
Mission-driven Core Values - our association mission statement is a description of the
core values of our association. It is a summary of the beliefs our association holds in regard
to customer interaction, responsibility to the community and employee satisfaction. The
association core values become the objectives necessary to create a positive corporate
culture.
Maintaining a Healthy Cash Flow - The association with good cash flow needs financing
contacts in the event that capital is needed to expand the association. Maintaining our
ability to finance operations means that we can prepare for long-term projects and address
short-term needs such as payroll and accounts payable.
Dealing with Change - is the process of preparing our organization for growth and
creating processes that effectively deal with a developing marketplace. The objective of
change management is to create a dynamic association that is prepared to meet the
challenges of our industry.
Reaching the Right Customers - Marketing is more than creating advertising and getting
customer input on product changes. It is understanding consumer buying trends, being able
to anticipate product distribution needs and developing business partnerships that help your
association to improve market share.
Staying Ahead of the Competition - A comprehensive analysis of the activities of the
competition should be an ongoing business objective for our association. Understanding
where your products in the marketplace helps you to better determine how to improve your
standing among consumers and improve your revenue.
Article III
Membership
Section 1. Membership. This Association shall have Regular Members.
Section 4. Application for Membership. An applicant for membership shall file a duly
accomplished form to the Board of Directors who shall act upon the application within
thirty (30) days from the date of filing. The Board of Directors shall devise a form for
the purpose which shall, aside from the personal data of the applicant, include the
duties of a member to participate in all programs including but not limited to capital
build-up and savings mobilization of the Association and, such other information as
may be deemed necessary.
The application form for membership shall include an undertaking to uphold the
By-laws, policies, guidelines, rules and regulations promulgated by the Board of
Directors and the general assembly. No application for membership shall be given due
course if not accompanied with a membership fee of Two Hundred Pesos (Php 200.00),
which shall be refunded to the applicant in case of rejection.
Section 5. Duties and Responsibilities of a Member. Every member shall have the
following duties:
Section 6. Rights and Privileges of Members. A member shall have the following
rights and privileges:
a. Attend during general membership meetings;
b. Avail himself of the services of the Association, subject to certain
conditions as may be prescribed by the Board of Directors;
c. Inspect and examine the books of accounts, the minute’s books, and other
records of the Association during reasonable office hours;
d. Secure copies of Association records/documents pertaining to the account
information of the concerned member;
e. Participate in the continuing education and other training programs of the
Association; and
f. Such other rights and privileges as may be granted by the General
Assembly.
Section 7. Member Entitled to Vote. Any regular member who meets the following
conditions is a member entitled to vote:
a. Paid the membership fee and the value of the minimum shares required
for membership;
b. Not violated any provision of Association laws; and the decisions,
guidelines, rules and regulations promulgated by the Board of Directors
and the general assembly;
c. Completed the continuing education program prescribed by the Board of
Directors; and
d. Participated in the affairs of the Association and patronized its businesses
in accordance with Association policies and guidelines.
Failure of the member to meet any of the above conditions shall mean
suspension of voting rights subject to the declaration of the board of directors until the
same has been lifted upon the determination of the latter.
Consequently, a member entitled to vote shall have the following additional
rights:
a. Participate and vote on all matters deliberated upon during general
assembly meetings;
b. Seek any elective or appointive position, subject to the provisions of this
By-laws and the Association; and
c. Such other rights and privileges as may be provided by the General
Assembly.
ARTICLE IV
Administration
Section 1. The General Assembly (GA). The general assembly is composed of all the
members entitled to vote, duly assembled and constituting a quorum and is the highest
policy-making body of the Association.
Section 2. Powers of the General Assembly. Subject to the pertinent provisions of the
rules issued thereunder, the general assembly shall have the following exclusive powers
which cannot be delegated:
a. To determine and approve amendments to the Association Articles of Cooperation
and By-laws;
b. To elect or appoint the members of the board of directors, and to remove them for
cause;
c. To approve developmental plans of the Association.
Section 4. Regular General Assembly Meeting. The General Assembly shall hold its
annual regular meeting at the principal office of the Cooperative or at any place in the
Philippines within ninety (90) days after the close of its fiscal year.
Section 6. Notice of Meeting. All notices of meetings shall be in writing and shall
include the date, time, place, and agenda thereof stated therein.
a. Regular General Assembly Meeting. Notice of the annual regular general
assembly meeting shall be served by the Secretary, personally or his/her duly
authorized representative, by registered mail, or by electronic means to all
members of record at his/her last known postal address, or by posting or
publication, or through other electronic means, at least one (1) week before the
said meeting. It shall be accompanied with an agenda, minutes of meeting of the
last general assembly meeting, consolidated reports of the Board of Directors and
Committees, audited financial statements, and other papers which may assist
the members to intelligently participate in the proceedings.
b. Special General Assembly Meeting. Notice of any special general assembly
meeting shall be served by the Secretary personally or his/her duly authorized
representative, by registered mail, or by electronic means upon each members
who are entitled to vote at his/her last known postal address, or by posting or
publication, or through other electronic means, at least one (1) week before the
said meeting. It shall state the purpose and, except for related issues, no other
business shall be considered during the meeting.
c. Waiver of Notice. Notice of any meeting may be waived, expressly or impliedly, by
the member concerned.
f. New business;
i. Election of directors and committee members
ii. Approval of Development and/or annual Plan and Budget
iii. Hiring of External Auditor
iv. Other related business matters
g. Announcements; and
h. Adjournment
Section 8. Quorum for General Assembly Meeting. During regular or special general
assembly meeting, at least fifty percent (50%) of the total number of members entitled
to vote shall constitute a quorum.
ARTICLE V
Board of Directors
Section 1. Composition of the Board of Directors (BOD). The Board of Directors shall
be composed of eight (8) members.
Section 2. Functions and Responsibilities. 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
GA;
e. Establish policies and procedures for the effective operation and ensure proper
implementation of such;
f. Evaluate the capability and qualification, and recommend to the GA the
engagement of the services of the External Auditor;
g. Appoint the members of the Mediation/ Conciliation and Ethics Committees
and other Officers as specified in the Code and Association By-laws;
h. Declare the members entitled to vote;
i. Perform such other functions as may be prescribed in the By-laws or
authorized by the GA.
Section 3. Qualifications. Any member who are entitled to vote and has the following
qualifications can be elected or continue as member of the Board of Directors:
a. Has paid the membership fee;
b. Has no delinquent account with the Association;
c. Have continuously patronized the Association services;
d. A member in good standing for the last two (2) years;
e. Completed or willingness to complete within the prescribed period the
required education and training whichever is applicable; and
f. Other qualifications prescribed by the Board of Directors.
Section 5. Meeting of the Board of Directors. The regular meeting of the Board of
Directors shall be held at least once a month. However, the Chairperson or majority of
the directors may at any time call a special Board meeting to consider urgent matters.
The call shall be addressed and delivered through the Secretary stating the date, time
and place of such meeting and the matters to be considered. Notice of regular and
special meetings of the Board of Directors, unless dispensed with, shall be served by
the Secretary in writing or through electronic means to each director at least two (2)
days before such meeting.
Majority of the total number of directors constitutes a quorum to transact
business. Any decision or action taken by the majority members of the Board of
Directors in a meeting duly assembled shall be a valid Association act.
ARTICLE VI
Committees
Section 9. Duties of the Bookkeeper. The bookkeeper of the Association who is under
supervision and control of the Accountant shall:
a. Records and update books of accounts;
b. Provide assistance in the preparation of reports on the financial condition and
operations of the Association monthly, annually or as may be required by the
Board of Directors and/or the general assembly;
c. Keep, maintain and preserve all books of accounts, documents, vouchers,
contracts and other records concerning the business of the Association and make
them available for auditing purposes to the Chairperson of the Audit Committee;
and
d. Perform such other duties as the Board of Directors may require.
Section 10. Accounting System. The Association shall keep, maintain and preserve all
its books of accounts and other financial records in accordance with generally accepted
accounting principles and practices, applied consistently from year to year, and subject
to existing laws, rules and regulations.
Section 11. Annual Report. During the annual regular assembly meeting, the
Association shall submit a report of its operation to the general assembly together with
the audited financial statements, performance audit and social audit reports. The
annual report shall be certified by the Chairperson of the Association as true and
correct in all aspects to the best of their knowledge. The audited financial
statements and social audit reports shall be certified by CDA Accredited Independent
Auditors.
ARTICLE VII
Adoption of Bylaws
Section 1. Amendment of Articles of Association and By-laws. Amendments to the
Articles of Association and this By-Laws may be adopted by at least two-thirds (2/3)
votes of all members with voting rights without prejudice to the rights of dissenting
members to withdraw their membership.
The amendment/s shall take effect upon approval by the General Assembly.
Voted and adopted this 28th day of August, 2019 at Diatagon Baragay Hall,
Diatagon, Lianga, Surigao del Sur Philippines.
We, constituting the majority of the Board of Directors of the Diatagon Business
Sector Association (DIBUSA) do hereby certify that the foregoing instrument is the Code
of By-laws of this Association.
Signed this 28th day of August, 2019, Diatagon, Lianga, Surigao del Sur
Philippines.
Certified true and correct:
ALLEN A. CAMBRONERO
President
Republic of Philippines
Province of Surigao del Sur
Municipality of Lianga
Brgy Diatagon
Republic of Philippines
Province of Surigao del Sur
Municipality of Lianga
Brgy Diatagon
Education Comm.
Chairman : INTANO MARICHU P
Member : ORQUINA MARGERY C
JAMERO MARY JEAN B
Ethics Committee
Chairman : ABRAHAM WARREN J
Member : GRANADEROS WILMA
ARREZA LUZVIMINDA N
Attested by:
JYCEL C. CAMPOS
Secretary
ALLEN A. CAMBRONERO
President
Republic of Philippines
Province of Surigao del Sur
Municipality of Lianga
Brgy Diatagon
Republic of Philippines
Province of Surigao del Sur
Municipality of Lianga
Brgy Diatagon
Education Comm.
Chairman : INTANO MARICHU P P-3 Diatagon, Lianga SDS
Member : ORQUINA MARGERY C P-3 Diatagon, Lianga SDS
JAMERO MARY JEAN B P-3 Diatagon, Lianga SDS
Ethics Committee
Chairman : ABRAHAM WARREN J P-2 Diatagon, Lianga SDS
Member : GRANADEROS WILMA P-2 Diatagon, Lianga SDS
ARREZA LUZVIMINDA N P-2 Diatagon, Lianga SDS
Attested by:
JYCEL C. CAMPOS
Secretary
ALLEN A. CAMBRONERO
President
Republic of Philippines
Province of Surigao del Sur
Municipality of Lianga
Brgy Diatagon
Education Comm.
Chairman : INTANO MARICHU P P-3 Diatagon, Lianga SDS
Member : ORQUINA MARGERY C P-3 Diatagon, Lianga SDS
JAMERO MARY JEAN B P-3 Diatagon, Lianga SDS
Ethics Committee
Chairman : ABRAHAM WARREN J P-2 Diatagon, Lianga SDS
Member : GRANADEROS WILMA P-2 Diatagon, Lianga SDS
ARREZA LUZVIMINDA N P-2 Diatagon, Lianga SDS
Attested by:
JYCEL C. CAMPOS
Secretary
ALLEN A. CAMBRONERO
President
Republic of Philippines
Province of Surigao del Sur
Municipality of Lianga
Brgy Diatagon
Board of
Directors : AWATIN JUANITO J
ESPINOLA COONIE ANN B
ORQUINA JELYN
PLAZA CHIKY G
CABADONGA JERIZA S
BAHIAN LILIAN
BINEGA GENEVIE T
TOLENTINO ESTANISLAO G
Audit Committee
Chairman : BUYSER TERESITA B
Member : SIMBAHON GINALYN
Education Comm.
Chairman : INTANO MARICHU P
Member : ORQUINA MARGERY C
JAMERO MARY JEAN B
Ethics Committee
Chairman : ABRAHAM WARREN J
Member : GRANADEROS WILMA
ARREZA LUZVIMINDA N