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ARTICLES OF COOPEARTION OF THE SURIGAO TRANSPORT SERVICE COOPERATIVE, INC Transport Service Cooperative

KNOW ALL MEN BY THESE PRESENTS: We, the undersigned, all of whom are of legal age, Filipino citizens and residents of the Philippines have this day voluntarily organized ourselves to form a transport service cooperative under the laws of the Republic of the Philippines, more particularly, Republic Act Nos. 6938 and 6939, Executive Order No.898, as amended and OTC Administrative Order 85-001, as amended. AND WE HEREBY CERTIFY: FIRST, that the name of this transport service cooperative shall be SURIGAO Transport Service Cooperative. SECOND, that the purposes/objectives and functions for which this Cooperative is formed are: 1. To increase and establish the income of its members by providing continuing government opportunities; 2. To develop traits of discipline, involvement, collective effort, management and operational efficiency among members; 3. To provide transportation services to the commuting public; 4. To attain better traffic control and efficient management 5. To utilize the cooperative system as a means of integrating, rationalizing and developing the public transit and transport system; 6. To operate business enterprise engaged in providing the members and the public with goods and services needed for the economic and efficient operations of transport service; 7. To control and direct the use of members vehicles in providing transport service to the commuting public; 8. To provide training and education program to the members and officers;

9. To assist member-drivers in acquiring their own vehicles through internal and/or external financing; 10.To encourage continuing services for capital build-up to enhance the social and economic stability of the members; 11.To carry on any cooperative enterprise authorized under the cooperative Code such as: a. To encourage thrift and savings mobilization among the members; b. To generate funds and extend credit to members for productive and provident purposes; c. To provide goods and services and other requirements to the members; d. To develop expertise and skills among its members; e. To acquire lands and provide housing benefits to members; f. To ensure against losses of the members; g. To promote and advance the economic, social and educational status of the members. 12.To establish, own lease or operate vehicles repair and maintenance shop; and 13.To perform such other functions as may be necessary to attain its purposes/objectives.

In furtherance of the forgoing purposes/objectives and functions, the cooperative shall have the following powers: 1. To sue and be sued in its cooperative name; 2. Of succession; 3. To amend its Articles of Cooperation in accordance with the provisions of the Cooperative Code; 4. To adopt by laws not contrary to law, morals or public policy, and to amend and repeal the same in accordance with the Cooperative Code; 5. To purchase, receive, take or grant, hold, convey, sell, lease, pledge, mortgage, and otherwise deal with such real and personal property at the transaction of the lawful affairs of the cooperative may reasonably and

necessarily require, subject to the limitations prescribed by the law and the constitution; 6. To enter into division, merger or consolidation, as provided in the cooperative Code; 7. To join federations or unions, as provided in the Cooperative Code; 8. To accept and receive grants, donations and assistance from foreign and domestic sources; 9. To enter into contracts/agreements in accordance with law; 10.To draw, make accept, endorse, guarantee, execute, and issue promissory notes, mortgages, bills of exchange, drafts, warrants, certificates and all kinds of obligation and negotiable instruments in connection with the furtherance of its business operations; and, 11.To do any other act and to exercise any other power for the purpose of attaining its objectives and functions which is now or may hereafter be authorized by law.

THIRD, that the area of operation be:

WITHIN THE TERRITORIAL LIMIT OF SURIGAO CITY, MINDANAO, AGUSAN DEL NORTE, BUTUAN CITY, VIA SURIGAO DEL NORTE AND VICE VERSA, and its principal office shall be at 1574 GIMENA STREET, SURIGAO CITY.

FOURTH, that the terms of existence of this cooperative is fifty (50) years from and after the date of incorporation.

FIFTH, that the name, citizenship and residence of the incorporators of this cooperative are as follows:

NAME 1. ATANACIO M. BIOL 2. ALFONSO BONILA

CITIZENSHIP FILIPINO FILIPINO

RESIDENCE San Juan, Surigao City Km. 2, Surigao City

3. RODOLFO MA. QUINTO 4. EMILIO LAGARE 5. CLEMENCIO SAMSON 6. BLAH BLAH SULLA 7. ROQUE A. BALBUTIN 8. ROGELIO DOMINIOS City 9. CRSELIANO FRIAS 10.BENJAMIN BESIA City 11.Wot wot wot 12.BONIFACIO SALMAYOR 13.DANILO VELLASCO City 14.RODEL VALLESCO City 15.MURICO GABIENTE City

FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO

Gimena St., Surigao City Dinagat, Surigao Norte San Juan, Surigao City Km. 4, Surigao City Narciso St., Surigao City Navarro Settlement, Surigao Kaskag, Surigao City Gimena St., Surigao

Roxas St., Surigao City Ouano/Ceniza, Surigao City Capitol Capitol Espina Rd, Rd., Ext., Surigao Surigao Surigao

SIXTH, that the initial members of this Cooperative, in addition to the incorporating members above are:

NAME 1. BERTEL ABARCA 2. VIRGINIA ABREA City 3. JOSEFA ACAB 4. CELSO ACERO

CITIZENSHIP FILIPINO FILIPINO FILIPINO FILIPINO

RESIDENCE Roxas St., Surigao City Bilang-bilang St., Surigao

Km. 2, Surigao City Capitol Rd., Surigao City

5. ANTONIO ADINO City 6. FLORENCIO AGAPAN 7. HILARION ALBURO 8. NORICO ALBURO 9. HECTOR ALTRES

FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO

Gemina Surigao City

St.,

Surigao

Surigao City Surigao City Surigao City

That the names of the additional members after incorporation shall be submitted to CDA and OTC.

SEVENTH, that the number of directors of this cooperative shall be 9 and the names, citizenship, and residence of the directors who are to serve until their successors are elected and qualified as provided in the by-laws are:

NAME 1. ATANACIO M. BIOL 2. ALFONSO F. BONILLA 3. MAXIMO C. BAYETA 4. ROQUE A. BALBUTIN Surigao City 5. BENJAMIN L. BESIN City 6. RODOLFO MAQUINTO Surigao City 7. BONIFACIO G. SALMAYOR City 8. CRISPINIANO C. FRIAS Surigao City 9. EMILIO G. LAGARE

CITIZENSHIP FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO FILIPINO

RESIDENCE San Juan, Surigao City Km. 2, Surigao City 1549 Roxas St., Surigao City 469 Narciso St.,

1574 Gimena St., Surigao 1574 Ouano-Ceniza 167 Gimena St., St.,

Surigao Village,

Kaskag

Borja St., Surigao City

EIGHT, that the authorized capital stock of this Cooperative is FIVE HUNDRED THOUSAND PESOS (P500,000.00) divided into Fifty Thousand (P50,000.00) shares of common stock, and 50,000 shares of preferred stock, both with a par value of TEN PESOS (P10.00) per share.

a. Common Stock shall be issued only to members and shall receive interest at a rate not exceeding 10%, subject to revision by CDA/OTC b. Preferred stocks may be issued to operative with more that five (5) units. Preferred stocks so issued shall have preference over common stocks in the assets of the transport service cooperative in the event of liquidation higher than common stocks. c. Irrespective of the number of share held, common shareholders can cast only one (1) vote in deciding upon the affairs of the Cooperative, under the principle of democratic control. Preferred shareholders shall not be entitled to vote

The foregoing rights, preferences, and restrictions shall be printed on the back of the stock certificates.

NINTH, that the amount of capital stock which has been actually subscribed to is ONE HUNDRED TWENTY FIVE THOUSAND PESOS (P125,000.00) which is not less than twenty five (25) percent of the authorized capital stock; that the amount of the capital stock which has been paid is THIRTY ONE THOUSAND TWO HUNDRED FIFTY PESOS (P31, 250.00) which is not less than twenty five (25%) of the subscribed capital stock.

The following persons have subscribed and paid for the number of shares and amount of capital stock indicated after their respective names:

NAME OF SUBSCRIBER AMOUNT PAID Transferred Common

AMOUNT SUBSCRIBER Transferred Common

1. Atanacio M. Biol 2. Alfonso F. Bonilla 625.00 3. Maximo C. Bayeta 625.00 4. Roque A. Balbutin 625.00 5. Benjamin L. Besin 625.00 6. Rodolfo Maquinto 625.00 7. Bonifacio C. Salmayor

P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00

P 625.00 P P P P P P 625.00

8. Crispiniano C. Frias 625.00 9. Emilio C. Lagare 10.Norberto Bonilla 11.Romerto Bonilla 12.Marco OCenar 13.Rogelio Domenios 625.00 14.Panfilo Velasco 15.Ruben Velasco 16.Monico Cabinete 625.00 17.Bethel Abarca 18.Vergenia Abrea 19.Aida Macalos 20.Mamerto Golo-an 625.00 21.Romeo Estanol 22.Celso Acesro 23.Isagani Asero 24.Rodolofo Acero 25.Panfilo Patoc 26.Matias Peligro 27.Felix Precillas 28.Dativo Rana 625.00 29.Anecito Saltas 30.Mauro Buladaco

P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00

P P 625.00 P 625.00 P 625.00 P 625.00 P P 625.00 P 625.00 P P 625.00 P 625.00 P 625.00 P P 625.00 P 625.00 P 625.00 P 625.00 P 625.00 P 625.00 P 625.00 P P 625.00 P 625.00

31.Percival Doc 32.Conchito Bonggot 625.00 33.Cresencio Fortuna 625.00 34.Alejio Osorio 35.Ernesto Macapelit 625.00 36.Veronica Nojara 37.Romeo Sumilia 38.Jogie Escobal 39.Vicente Palabrica 625.00 40.Francisco Cabiling 625.00 41.Martino Ruaya, Sr. 625.00 42.William Ceniza 43.Alfredo Antigro 44.Anastacio Bastasa 625.00 45.Edithe Mendoza 46.Patricio Villaflor 47.Zaldy Villegas 48.Beniga Floria 49.Angelito Dagaas 625.00 50.Nestor Altres

P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00 P 2,500.00

P 625.00 P P P 625.00 P P 625.00 P 625.00 P 625.00 P P P P 625.00 P 625.00 P P 625.00 P 625.00 P 625.00 P 625.00 P P 625.00

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TOTALS: 31,250.00

P 125,000.00

TENTH, that ROQUE A. BALBUTIN has been elected/appointed as Treasurer of the Cooperative to act as such until successor is duly elected and qualified in accordance with the by-laws, and that as Treasurer, he has been authorized to receive payment of subscriptions for the Cooperative and to issue receipts in his name all subscription paid in by subscribers.

In WITNESS WHEREOF, we have hereunto set our hands on this day of ________, 19__ at ___________________________________.

1. ATANACIO M. BIOL

5. MAXIMO BAYETA

2. ALFONSO BONILLA

6. BENJAMIN BESIN

3. ROQUE A. BALBUTIN

7. CRISPINIANO FRIAS

4. RODOLFO MAQUINTO

8. BONIFACIO C. SALMAYOR

9. EMILIO LAGARE

SIGNED IN THE PRESENCE OF:

____________________________________

______________________________________

BY-LAWS OF THE SURIGAO TRANSPORT SERVICE COOPERATIVE, INC.

KNOW ALL MEN BY THESE PRESENTS:

We, the Incorporation members of SURIGAO TRANSPORT SERVICE COOPERATIVE, do hereby adopt the following code of by-laws: