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+237 (671984477),233324413 Malingo Street, after green court
Mon-Sat: 9.00 am - 7.00 pm Sunday Closed

PEFSCOM SYSTEM COOPERATIVE CREDIT UNION (PEFSCCUL)


A financial Cooperative Society with Board of Directors is hereby created on the 4th February, 2020 amongst the undersigned persons and those who will subsequently become members thereof.
It shall operate as a cooperative society with a Board of Directors and shall be governed by the disposition of the Uniform Act on the right of cooperative societies adopted on the 15th of December 2010 by the Organization for Business Law in Africa (OHADA).
The cooperative society shall be abbreviated as (PEFSCCUL-COOP) BoD.
It is formed as a Microfinance Institution for Business Development and Financial Environment Protection through Savings and Micro loans, for its members.

ARTICLE 1: CONSTITUTION-FORM-NAME


A financial Cooperative Society with Board of Directors is hereby created on the 25th June, 2021 amongst the undersigned persons and those who will subsequently become members thereof.
It shall operate as a cooperative society with a Board of Directors and shall be governed by the disposition of the Uniform Act on the right of cooperative societies adopted on the 15th of December 2010 by the Organization for Business Law in Africa (OHADA).
The cooperative society shall be abbreviated as (PEFSCCUL-COOP) BoD.
It is formed as a Microfinance Institution for Business Development and Financial Environment Protection through Savings and Micro loans, for its members.

ARTICLE 2:


LIFE The life of the cooperative shall be 99 years with effect from the date of the meeting of the Constituent Assembly. This period shall be extended accordingly, by tacit agreement.

Article 3: HEAD OFFICE



The registered head office of PEFSCCUL Cooperative Credit Union with Board of Directors; shall be situated in Molyko-Buea Sub Division, Fako Division South West Region, Republic of Cameroon, with postal address being C/o P.O.Box 246, Buea. Tel: 671984477/ 671200153 and branch offices to be progressively opened in other towns within the Republic of Cameroon. It may be transferred to any other place within the area of operation following the decision of the General Meeting.

Article 4: AREA OF JURISDICTION


The area of Jurisdiction of PEFSCCUL Cooperative Credit Union with Board of Directors shall be Fako Division and may extend its activities to other parts of the south west region, Cameroon and beyond.

Article 5: OBJECTIVES SHALL BE:


1. To provide micro finance services;
2. Innovating micro credit scheme that shall enhance >production and marketing of basic services.
3. To provide real estate loan facilities;
4. To financially asses members and interested Cameroonian involved in the small and medium size businesses;
5. To progressively open branches in other parts of the country as need arises;
7. To offer consultancy services.
8. To provide peasant farmers easy access to money, create favorable market situations and reduce the gap between farm gate and market prices.

Article 6: ALTERATION OF OBJECTIVE CLAUSES


The objective clauses may be altered to:
1.) Enable PEFSCCUL Cooperative Credit Union with Board of Directors carry on its activities more economically and/or efficiently and sustainably.
2.) Enable PEFSCCUL Cooperative Credit Union with Board of Directors attain its purpose by new and/or improved means and strategies.
3.) To provide peasant farmers easy access to money, create favorable market situations and reduce the gap between farm gate and market prices.

ARTICLE 7: COOPERATIVE AND GOVERNANCE PRINCIPLES


PEFSCCUL Cooperative Credit Union with Board of Directors; is established and shall be managed according to the universally recognized cooperative principles and governance principles which amongst other include:
1- Cooperative Principles
a. Voluntary and open membership,
b. Democratic power exercised by the members,
c. The economic participation of members,
d. Autonomy and independence,
e. Education, training and information,
f. Cooperation between cooperative organization,
g. Voluntary commitment to the community.

Any form of discrimination based on sex, on ethnic, religious or political believes is prohibited.
2- Governance principles
a. Accountability,
b. Transparency,
c. Equity,
d. The rule of law.
3- Interpretation
These bye-laws shall be interpreted to be consistent and coherent with the law and regulations in force, the Articles of Association, the internal regulations and other policies of the CamCCUL.

4- liability of official


In conformity with Article 374 and 375 of the OHADA Uniform Act on Cooperative Societies, members of the BoD, SB, other Committees, Manager/General Manager and any other person acting on behalf of PEFSCCUL Cooperative Credit Union with Board of Directors; shall be jointly and severally liable in accordance with the law on any violation of the provisions of the law and these by-law and any other act of negligence in their management of the Cooperative Society. This liability shall apply even after they have left office.

5- LEGAL RESPONSIBILITIES


• The cooperative maintains its autonomy by continuous efforts to increase capital, reinvestment and recapitalization notwithstanding the use of external support. It must meet its commitments vis-ΰ-vis third parties in order to safeguard its independence and image jealously.
• Members must be regularly informed of their activities in the cooperative. The cooperative society must show concern for the corporative education and information of its regular members, as well as training of elected officials and staff,
• The cooperative is expected to promote corporation and all types of economic and social affairs amongst its members and itself on one hand and other neighboring cooperative on the other;
• Although initially created to serve the interest of its members, the Cooperative is also concerned about social, economic and environmental welfare and sustainability of the community to which it belongs.

6- AFFILIATION TO A NETWORK


As stipulated in the OHADA Uniform Act relating to cooperative societies, the CEMAC Regulations of 13 April 2002 lays down conditions for the exercise and control of micro financial activities in the CEMAC Region and all other tests regulation its activities, this financial Cooperative:

1- Shall be affiliated to a network of it choice for the purpose of formation, supervision/control and technical services in the interest of its members.
2- Shall abide by the Articles of Association of network and other policies of the network.

3- PEFSCCUL COOPERATIVE CREDIT UNION WITH BOARD OF DIRECTORS ((PEFSCCUL -COOP) BoD;


is affiliated to CAMCCUL as per its agreement and shall be at liberty to disaffiliate from a network to another provided that the later does not meet up to her expectations. ARTICLE 8: ACTIVITIES OF THE COOPERATIVE SOCIETY The main activities of PEFSCCUL Cooperative Credit Union with Board of Directors shall be for: Business Development and Financial Environment Protection through Savings and Micro loans, for its members.
The secondary activities of the cooperative society include: a) Securities origination, brokerage deals and related activities, inequities, fixed income, mutual funds, swaps options, futures forward commodities. b) Insurance and annuity products and annuity underwriting and including private equity and other principal investment activities.

Chapter 2: Membership ARTICLE 9: OPEN MEMBERSHIP:


Membership is open to all without discrimination. Any physical or moral person who applies and fulfills membership conditions shall be admitted as a member in line with Article 7 of the OHADA Uniform Act. The Founding Members of PEFSCCUL Cooperative Credit Union with Board of Directors contribute the funds to determine the amount to state up the Microfinance. One of the members shall not contribute more than twenty percent of the amount both agreed as state up funds. This contribution considered as capital for the Microfinance shall be stated in the Founding Membership Agreement (Solidarity Fund) to hold by the founding member.

ARTICLE 10: COMMON BOND AND CONDITIONS TO QUALIFY AS A MEMBER/LEGIBILITY CONDITIONS


7.1 Under Article 7 of the OHADA Uniform Act on the right of the cooperative societies, any natural or legal person may be a co-operator of a cooperative society if it is not subject to any legal incapacity in accordance with the national law of each party state.
7.2 In line with Article 8 of OHADA Uniform Act; the common bond bringing the members together shall be Savings and Micro Loan Services, through the engineering and sharing of financial and related services.


To become a member of PEFSCCUL Cooperative Credit Union with Board of Directors (PEFSCCUL -COOP-BoD), the applicant must fulfill all the following conditions:


• Reside in or have its head office in the area of cooperation or have a common bond with, members of the cooperative. ‘’Common bond’’ shall mean any unifying factor that brings the members together. • Be of sound mind,
• Be of good character,
• Accept in advance to deliver all or part of its production to the cooperation.
• Not to be involved in activities that is competing with the interest of the cooperative.
• Accepts to scrupulously respect cooperative legislature, Articles of Association and Internal Regulations of the society.
• If a physical person, must have attend 21 years , provided always that an adult person can operate an account for a minor,
• Be solvent,
• Summits a written application for the admission to the Board of Directors stating the minimal amount to be contribution annually including the willingness to scrupulously respect the Articles of Association, Internal Regulation as well as the decisions of the General Assembly Meeting and those of the Board of Directors
• To pay the registration fee and at least a share immediately upon admission.
• Not have been blacklisted by any credit union or any financial institution.
7.3 Groups and other juristic persons that may from time to time carry out business with this cooperative society after fulfilling the conditions of Article 7.2 above, participate in the management of the Cooperative Society. Each group and any other juristic persons shall be represented at General Meetings by a physical person mandated by the group or other juristic person
7.4 Minors shall mean persons who have not attend the current age of 21 years but who benefit from some of the services of the Savings and Micro loan Cooperative Society. Minors shall subscribe and pay for shares, make savings and/or deposits but will not borrow or surety other members. They shall not participate in the management of the Cooperative Society.

ARTICLE 11: PROCEDURE FOR ADMISSION


An application for admission shall be submitted in writing to the BoD. The decision to accept or reject an applicant shall be taken at a meeting of the Board of Directors holding before the general assembly meeting of the cooperative on a simple majority basis. For any decision to refute membership to be a valid, half (1/2) of the general assembly of the Board of Directors must be present and approval must be by two thirds (2/3) majority of the votes cast.
a) A person who has fulfilled the eligibility conditions laid down in Article 7 above shall further go through the following process to become a member:
i) Pay the registration fee as decided upon by the General Meeting. ii) Subscribe to and pay for share(s) as approved by the General Meeting and the applicant admitted pays at least one (1) share and has a maximum period of 24 months to complete the releasing of the remaining subscribed shares. After this period, the person loses membership fee.
iii) Fulfill all other admission conditions as required by the Savings and Micro loan Cooperative Society.
b) Every member must nominate one or more beneficiary (ies), sign the membership register or affix the fingerprint of his or her right thumb on it and furnish to the Cooperative Society upon request all relevant membership information.

ARTICLE 12: MEMBERSHIP REGISTER.


In accordance with Article 9 of the OHADA Uniform Act; a membership register shall be created and kept at the head office of the Cooperative Society in which members are listed in a chronological order. The register shall include amongst others, the following entries for every member:
1- Membership number,
2- Name and identification references,
3- Address/telephone number,
4- Number of shares subscribed, with modalities and timeframe for progressive payment,
5- Number of shares released or paid up upon admission.

ARTICLE 13: RIGHTS AND OBLIGATIONS OF MEMBERS


Members of PEFSCCUL Cooperative Credit Union with Board of Directors (PEFSCCOL-COOP-BoD), shall enjoy the rights and be subjected to the obligations here under:
A) THE RIGHTS/BENEFITS OF MEMBERS As earlier indicated in the basic principles, members shall enjoy the following rights:
1) Participate or to be represented at meetings of the General Assembly, to take part in decision making.
2) Each member is entitled to one vote, regardless of the number of his shares.
3) To vote and be voted during the meetings;
4) To present candidate to be elected to various organs of the Cooperative, subject to the provisions of the law, election modalities stated in these Articles of Association and Internal Regulations;
5) Contribute towards the results of activities of the cooperative and participate in the allocation of surpluses;
6) Use the services and facilities of the cooperative under the conditions provided for in the Articles of Association;
7) To be informed concerning all activities of the cooperative;
8) To benefit from the risk management and other products developed for use in the CamCCUL network;
9) To have in possession authentic copies of the Articles of Association and Internal Regulations and to consult when necessary the registers, minutes of General Meetings and Supervisory Committee’s reports, annual accounts and inventories, investigations and control reports at the Head Office;
10) Withdraw from the Cooperative Society with Board of Directors in accordance with the regulations in force.
11) Defend him/her self in the process of being sanctioned.

B) OBLIGATION (DUTIES) OF MEMBERS


Under Article 47 of the Uniform Act on the right of cooperative societies, membership shall entail the following obligation:
1- Comply with the provisions of the Uniform Act on the right of cooperative societies, as well as the decisions taken by the general assembly and the management committee in accordance with the Act, national and /or regional law to which the Articles of Association refer;
2- The duty to comply with the laws, regulations and statutory provisions governing the cooperative and the decisions taken by the General Meeting and the Board of Directors in accordance with such provisions.
3-Member undertakes to use the services of the cooperative and comply with the Articles of Association and Internal Regulation of the society
4-Member cooperate bodies undertake their commercial, accounting, administrative and financial management in accordance with the general policies laid down by these Articles of Association.
5-Membership in other organizations with identical aims within the same area of operation shall be prohibited.
6-All members pledge to scrupulously comply with the provisions of the Articles of Association and Internal Regulation of the cooperative and the decisions of the General Meetings.
7-The obligation to buy and pay up shares under the conditions laid down in these Articles of Association.
8-The obligation to pay any statutory fines resulting from non-compliance with these Articles of Association or from non-fulfillment of business commitments.
8- To attend educational meetings and seminars organized by the Savings and Micro loan Cooperative Society.
9-The member is jointly and severally Liable in respect of debts or losses incurred by the Cooperative Society before his/her withdrawal in accordance with the law, which shall not exceed five times the shares held. 10- To attend educational meetings and seminars organized by the savings and loan Cooperative Society.

ARTICLE 14: TERMINATION OF MEMBERSHIP Membership is terminated


• By death
• By resignation or
• By expulsion
• By belonging to two cooperative with same objectives

A) CONDITIONS AND PROCEDURES FOR WITHDRAWAL


1. A member wishing to withdraw from membership of PEFSCCUL Cooperative Credit Union with Board of Directors s (PEFSCCUL -COOP-BoD) shall give three months notice addressed to the Board of Directors.
2. All financial right due the member shall be calculated and paid to him/her less all financial debts owed PEFSCCUL Cooperative Credit Union with Board of Directors.
3. A two months notice shall be given to a member being expelled. Any member dully expelled as above shall be referred to the disciplinary body of ANC Cooperative Credit Union with Board of Directors.
4. In the case of death of a member, all financial rights due to the decease shall be calculated and paid to his/her legal representative less all financial obligations due to PEFSCCUL Cooperative Credit Union with Board of Directors.
5. The board shall execute such payment in the way that will not seriously affect the cash flow of PEFSCCUL Cooperative Credit Union with Board of Directors.

B) CONDITIONS AND PROCEDURES FOR EXPULSION


I) Conditions: In accordance with provisions of Article 14, 15 and 16 of the Uniform Act relating to cooperative societies, members can be expelled from the cooperative for the following reasons:
• The member concerned does not voluntarily carry out transactions with the Savings and Micro loan Cooperative Society within 2 consecutive years; He/she fails to recognize, both in behavior or actions, within or outside the cooperative, his/her obligations, including obligation of loyalty and fidelity to the society;
• He/she joined another cooperation performing the same activity in the same jurisdiction.

II) Procedure for expulsion:


a) Before expulsion is pronounced for cases provided above, the member concerned may be subject to a written warning and suspension.
b) The expulsion is decided by the General Assembly by a special resolution duly substantiated. It can be also be ordered by the Board of Directors, in which case it shall become effective only when confirmed by a special motivated resolution of the General Assembly.
c) Within ten days following the date of the special resolution of the General Meeting expelling a member, the Savings and loan Cooperative Society shall notify the member in writing of his/her expulsion and state the reasons. The expulsion is effective on the date specified in the written notice, but not later than thirty days after reception of such notice.

III) Renewal of Membership: Any member who had lost his/her membership right and who has the intention of renewing it shall:-


a) Write an application for membership renewal,
b) Promise to act in compliance with the law in force, these bye- and Internal Regulation,
c) The renewed membership shall be granted upon the approval of the Board of Directors and confirmation of the General Assembly.
IV)Withdrawal and expulsion; shall not put any commitments by such members and their rightful representative(s) vis-ΰ-vis the Savings and Loans Cooperative Society, especially the refund of loans and all other funds owned to the Cooperative Society or for which they act as surety.
V) The Savings and Micro loan Cooperative Society shall reimburse the shares and savings of the withdrawing member in her custody in accordance with Article 11 of the OHADA Uniform Act.
VI) The Savings and Micro loan Cooperative Society considers that the refund of shares and a savings to the member who is withdrawing or terminated will affect the financial health of the Cooperative Society; the BoD may set the repayment term to a maximum period of two years. The decision is subject to appeal before the competent court.