Vietnam: Content of the charter of a cooperative or union of cooperatives

According to Article 21 of the Cooperative Law 2012 of Vietnam, the charter of a cooperative or union of cooperatives includes the following fundamental contents:

- Name and address of the head office; logo (if any).

- Operation objectives.

- Business and production lines.

- Subjects, conditions and procedures for the admission and termination of the status of member or member cooperative; measures to handle members or member cooperatives with overdue debts.

- Frequency of using products and services; minimum value of products and services that members or member cooperatives must use; continuous time without using products and services of the cooperative or union of cooperatives, which must not exceed 3 years; continuous time without working for the cooperative, for job creation cooperatives, which must not exceed 2 years.

- Rights and obligations of members or cooperative members.

- Organizational structure of the cooperative or union of cooperatives; functions, tasks, powers and mode of operation of the Board of Directors, chairman of the Board of Directors, - Director (General Director), the Control Board or controller; mode of election, removal from office or dismissal of members and Chairman of the Board of Directors, the Control Board or controller; and the assisting apparatus of the cooperative or union of cooperatives.

- The number of members, structure and the term of office of the Board of Directors and Control Board; the case in which a member of the Board of Directors may concurrently be the Director (General Director).

- The order and procedures for conducting a general meeting of members and adopting decisions at a general meeting of members; standards, order and procedures for the election of deputies to attend a general meeting of member deputies.

- Charter capital, minimum contributed capital, form of capital contribution and time limit for capital contribution; return of contributed capital; ways of increasing and decreasing charter capital.

- Issuance, re-issuance, modification and revocation of certificates of capital contribution.

- Contents of service contracts between the cooperative and its members or between the union of cooperatives and its member cooperatives, including the obligation to supply and use products and services; prices and methods of payment for products and services. For job creation cooperatives, the content of service contracts between the cooperative and its members is the content of labor contracts between the cooperative and its members.

- The supply and marketing of products, services and jobs that the cooperative or union of cooperatives has committed to supply and consume for its members or member cooperatives.

- The ratio of supply and marketing of products, services and jobs that the cooperative or union of cooperatives has committed to supply and consume for its members or member cooperatives for each field and type complies with regulations of the Government.

- Investment, capital contribution, share purchase, joint venture and association; and establishment of businesses of the cooperative or union of cooperatives.

- Setting up of funds; rate of deduction for setting up funds; rates and methods of income distribution.

- Financial management, use and handling of assets, capital, funds and other losses; and types of undivided assets.

- Principles of payment of remuneration for members of the Board of Directors, the Control Board or controller; principles of payment of salaries and wages to executive officers and laborers.

- Handling of violations of the charter and principles of settlement of internal disputes.

- Revision and supplementation of the charter.

- Other contents to be decided by the general meeting of members which must not be contrary to this Law and relevant laws.

The Cooperative Law 2012 of Vietnam officially takes effect from July 01, 2013.

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