Rules on the Registration and Supervision of Homeowners Associations

November 8, 2004

HLURB RESOLUTION NO. R-771-04

RULES ON THE REGISTRATION AND SUPERVISION OF HOMEOWNERS ASSOCIATIONS

Whereas, Section 26 of Republic Act No. 8763 transferred to the Housing and Land Use Regulatory Board (HLURB) the powers, authorities and responsibilities vested in the Home Insurance and Guaranty Corporation, now the Home Guaranty Corporation, with respect to homeowners associations under Republic Act No. 580, as amended by Executive Order No. 535, series of 1979;

NOW, THEREFORE, the following rules governing the registration of homeowners associations are hereby promulgated:

PART I

Preliminary Provisions

RULE I

Definition of Terms

SECTION 1. Definition of Terms.— For purposes of these Rules, unless the context otherwise provides, the following terms shall be interpreted to mean as follows:

a. "HLURB" shall refer to the Housing and Land Use Regulatory Board;

b. "HIGC" shall refer to the Home Insurance and Guaranty Corporation, now the Home Guaranty Corporation;

c. "SEC" shall refer to the Securities and Exchange Commission;

d. "Homeowners Association" shall refer to an association or organization that is registered with the HLURB, the HIGC, or the SEC in accordance with law and is composed primarily of —

i. Homeowners and lot buyers/owners in subdivision projects within the purview of Presidential Decree No. 957 and other related laws;

ii. Awardees, lessees, and occupants in private or government housing or relocation projects and other urban estates;

iii. Informal settlers intending to be future beneficiaries or awardees of ownership rights over the land they lease or occupy;

e. "Regional Office" shall refer to the HLURB Regional Office having administrative supervision over the site of a Homeowners Association;

f. "Regional Officer" shall refer to the head of a Regional Office;

g. "Application" shall refer to an application for the issuance or registration of a certificate of incorporation of a Homeowners Association under these rules;

h. "Applicant" shall refer to a Homeowners Association that files an application for the issuance of a certificate of incorporation under these rules;

i. "Certificate of Incorporation" shall refer to the certificate issued to a Homeowners Association that has completed all the requirements for registration. The term includes certificates of registration issued to a Homeowners Association by the HIGC and the SEC prior to the effectivity of these Rules;

j. "Federation" shall refer to an organization of Homeowners Associations that is created and registered to pursue common goals beneficial to the interests of the constituent associations and members thereof; EDCTIa

k. "Independent Auditor" shall refer to a licensed or certified public accountant accredited by a professional organization, such as but not limited to the Philippine Institute of Certified Public Accountants and other related professional organization.

l. "Information Sheet" shall refer to a document that contains the name of the Homeowners Association, its principal office address, the names of its board of directors or trustees and their addresses, and the names of its officers and their positions; and

m. "Accounting Period" shall refer to the fiscal or calendar year adopted by a Homeowners Association in the recording and reporting of its financial transactions which commences upon its actual operation and ends on, at least, the twelfth (12th) month of any given year.

SECTION 2. Construction. — These rules shall be liberally construed to carry out the objectives of Republic Act No. 8763 and Executive Order Nos. 535, series of 1979, and 90, series of 1986, in relation to Presidential Decree No. 902-A, the Corporation Code of the Philippines, and other related laws.

PART II

Registration

RULE II

Application for Issuance of Certificate of Incorporation

SECTION 1. Filing of Application.— An applicant shall, after payment of the required filing fees, submit to the Regional Office its articles of incorporation, duly notarized and signed on each and every page thereof by all the incorporators consisting of not less than five (5) nor more than fifteen (15) natural persons.

The articles of incorporation shall be accompanied by the following notarized documents:

a. Written undertaking by the Homeowners Association to:

i. Change the name of the Homeowners Association in the event that another person, firm or entity has acquired a prior right to the use of said name or one similar thereto;

ii. Comply with the rules and regulations issued by the HLURB;

b. Information sheet;

c. List of the members of the Homeowners Association;

d. Certification as to the existence or absence of any other Homeowners Association(s) in the subdivision or territorial jurisdiction of the Homeowners Association; and the name and address of the nearest existing Homeowners Association, if any; and

e. Authorization by the incorporators for the representative of the Homeowners Association to transact/follow-up its registration application with the Regional Office.

SECTION 2. Contents of Articles of Incorporation.— The articles of incorporation of a Homeowners Association shall contain substantially the following matters:

a. The name of the Homeowners Association;

b. The specific purpose or purposes for which the Homeowners Association is being incorporated. Where a corporation has more than one stated purpose, the articles of incorporation shall state which is the primary purpose and which is/are the secondary purpose or purposes;

c. The place where the principal office of the Homeowners Association is located;

d. The term for which the Homeowners Association is to exist;

e. The names, nationalities and residences of the incorporators;

f. The number of directors or trustees, which shall not be less than five (5) nor more than fifteen (15);

g. The names, nationalities and residences of persons who shall act as directors or trustees until the first regular directors or trustees are duly elected and qualified;

h. The amount of its capital, the names, nationalities and residences of the contributors and the amount contributed by each; and

i. Such other matters as are not inconsistent with law and which the incorporators may deem necessary and convenient.

SECTION 3. Additional Requirements.— If the application refers to a self-help housing project or one undertaken under the Group Land Acquisition and Development program (GLAD),Community Mortgage Program (CMP),or other similar land tenurial assistance programs, the applicant shall, in addition to the documents mentioned in Section 1 above, submit the following:

a. Location plan and vicinity map of the project, whether on-site or off-site, duly signed and certified by a geodetic engineer;

b. Notarized list of officers and members stating the nature of their occupancy, whether as owner or tenant;

c. Certified true copy of the original or transfer certificate of title issued not later than thirty (30) days before the date of application; and

d. Duplicate original copies of the notarized letter of intent to sell, contract to sell, deed of absolute sale, or memorandum of agreement between the landowner and Association. DcSEHT

Pending the issuance by the landowner of the letter of intent or any deed stated above to the Association, the Regional Office may issue a certification stating that the Homeowners Association has filed an application for registration.

SECTION 4. Additional Requirements for Federating, Consolidating, or Merging Association.— In addition to the requirements under Section 1 above, federating, consolidating, or merging Homeowners Association shall submit following documents in accordance with Rule VII hereof:

a. Plan of Federation, consolidation or merger, including a location and vicinity map of the consolidating and merging association;

b. Records of the approval by majority vote of each of the board of directors or trustees of the constituent association of the plan; and

c. Articles of merger, articles of consolidation, or articles of Federation.

RULE III

Action on Application

SECTION 1. Deficient or Incomplete Application.— If an application is incomplete, defective, or not in accordance with law or these rules, the Regional Office shall send a written notice to the applicant describing in concise terms the incomplete or defective submissions.

SECTION 2. Refusal and Denial of Application.— The application shall be denied or refused if the applicant fails to comply with the requirements stated in the notice of deficiency within thirty (30) days from receipt thereof. A similar action shall be taken if the applicant fails to comply with the other requirements established under these rules or provisions of pertinent laws, rules and regulations.

RULE IV

Certificate of Incorporation

SECTION 1. Issuance of Certificate of Incorporation.— If the application is complete and in accordance with law and these rules, the Regional Office shall issue a certificate of incorporation to the applicant.

SECTION 2. Effect of Issuance of a Certificate of Incorporation.— upon issuance of a certificate of incorporation, the applicant shall become a body corporate with a personality separate and distinct from those of its individual members.

RULE V

By-Laws

SECTION 1. Adoption and Filing of By-Laws. — Within one (1) month after receipt of official notice of the issuance of its certificate of incorporation by the Regional Office, the Homeowners Association shall, by the affirmative vote of at least a majority of its members, adopt a code of by-laws for its government. The by-laws shall be signed by the members voting for them and shall be kept in the principal office of the association, subject to the inspection of its members during office hours. A copy thereof, duly certified to by a majority of the directors or trustees countersigned by the secretary of the Homeowners Association, shall be filed with the Regional Office. The same shall be attached to the original articles of incorporation.

Notwithstanding the provisions of the preceding paragraph by-laws may be adopted and filed prior to the issuance of the certificate of incorporation. In such a case, the by-laws shall be approved and signed by all the incorporators and submitted to the Regional Office, together with the articles of incorporation.

SECTION 2. Contents of By-Laws.— The by-laws of a Homeowners Association may provide for the following:

a. The time, place and manner of calling and conducting regular or special meetings of the directors or trustees;

b. The time and manner of calling and conducting regular or special meetings of the members;

c. The required quorum in meetings of members and the manner of voting therein;

d. Required quorum in meeting of board of directors or trustees;

e. The form for proxies of members and the manner of voting them;

f. Extent and actions for limiting, broadening or denying the right to vote, including rights to vote by proxy;

g. Designation of conditions and time when voting rights may be exercised;

h. Designation of the presiding officer at meetings of the directors or trustees, as well as the members;

i. The qualifications, duties and compensation of directors or trustees, officers and employees;

j. The time for holding the annual election of directors or trustees and the mode or manner of giving notice thereof; TAacHE

k. Manner of election and term of office of directors or trustees;

l. The manner of election or appointment and the term of office of all officers other than directors or trustees;

m. The penalties for violation of the by-laws;

n. Transfer and termination of membership in the Homeowners Association;

o. Creation of election, grievance and audit committee, and such other committees that the Homeowners Association may deem necessary;

p. Dues and fees to be imposed on a regular basis and the necessity and manner that the same are imposed or increased;

q. Special assessments; and

r. Such other matters as may be necessary for the proper or convenient transaction of its corporate business and affairs.

SECTION 3. Certificate of Filing of By-Laws.— The Regional Office shall issue a certificate of filing of by-laws if it finds that the by-laws submitted by the applicant or Homeowners Association are not inconsistent with law and the prescribed form. The date of submission of the by-laws shall be recorded in the registry book.

SECTION 4. Effectivity of By-Laws.— In all cases, by-laws shall be effective only upon the issuance by the Regional Office of the abovestated certificate.

SECTION 5. Powers and Attributes of a Homeowners Association.— The powers and attributes of the Homeowners Association are those stated in its by-laws, which shall include the following:

a. To adopt and amend by-laws, rules and regulations;

b. To adopt an annual program of activities and the corresponding budget therefor, subject to the limitations and conditions imposed under the by-laws;

c. To impose and collect reasonable fees on members and non-member residents who avail of or benefit from the facilities and services of the association, to defray necessary operational expenses, subject to the limitations and conditions imposed under the law, regulations of the Board and the association by-laws;

d. To sue and be sued in its name;

e. To enter into contracts for basic and necessary services for the general welfare of the association and its members;

f. To acquire, hold, encumber and convey in its own name any right, title or interest to any property;

g. To impose reasonable sanctions upon its members for violations and/or non-compliance with the association by laws; and upon non-member residents by reason of any act and/or omission prejudicial to the interest of the association or its members; and

h. To exercise other powers necessary for the governance and operation of the association.

RULE VI

Amendment of Articles of Incorporation and By-Laws

SECTION 1. Amendment of Articles of Incorporation and/or By-Laws; Supporting Documents.— A Homeowners Association may file with the Regional Office a written application to amend its articles of incorporation and/or its by-laws.

a. The application to amend the Articles of Incorporation of a Homeowners Association shall be accompanied by the following:

i. Such articles as amended wherein the change or changes shall be indicated;

ii. Notarized certificate of the board of directors or trustees attesting that the amendment was approved by majority vote of the board;

iii. Notarized certificate of the secretary of the Homeowners Association attesting that the amendments were approved by 2/3 votes of the members of the Homeowners Association; and

iv. Minutes of both meetings called for the purpose.

b. The application to amend the by-laws shall be accompanied by the following:

i. The original and the amended or new by-laws;

ii. Notarized certificate of the board of directors or trustees attesting that the amendment of or the new by-laws was approved by majority vote of the board;

iii. Notarized certificate of the secretary of the Homeowners Association attesting that the amendment or new by-laws were approved by 2/3 votes of the members of the Homeowners Association; and

iv. Minutes of both meetings called for the purpose.

SECTION 2. Change of Name.— A Homeowners Association may change its name by filing a written application for the purpose with the Regional Office. The application shall be accompanied by a resolution of the board of directors or trustees duly ratified by two-thirds (2/3) vote of the association members, and a written undertaking to adopt another name in the event that a person, firm or association has acquired a prior right to the Homeowners Association's name or one similar to it. THCSEA

SECTION 3. Issuance of Amended Certificate.— If the application to amend the articles of incorporation and/or its by-laws is not contrary to law or public policy and does not adversely affect any interest, the Regional Office shall issue an appropriate amended certificate of incorporation or certificate of filing of amended by-laws, as the case may be.

When a change in the corporate name is approved, the Regional Office shall issue an amended certificate of incorporation under the amended name.

RULE VII

Merger, Consolidation and Federation

SECTION 1. Plan of Merger, Consolidation or Federation.— The board of directors or trustees of two or more Homeowners Associations may each approve, by majority vote, a plan of merger, consolidation or Federation setting forth the following:

a. The names of the Homeowners Associations that will merge, consolidate or federate, which are hereinafter referred to as the constituent Homeowners Associations;

b. The terms of the merger, consolidation or Federation and the mode of carrying the same into effect;

c. A statement of the changes, if any, in the articles of incorporation of the surviving Homeowners Association, in case of merger; and, with respect to the consolidated Homeowners Association in case of consolidation, all the statements required to be set forth in the articles of incorporation for Homeowners Associations;

d. A statement in the articles of incorporation of the Federation specifying the commonality of purpose and interests of the constituent Homeowners Associations, as well as the rights, obligations, and extent of powers of the Federation over the said associations;

e. Vicinity map showing that the territory of the Homeowners Associations proposing to merge or consolidate are contiguous to one another; and,

f. Such other provisions with respect to the proposed merger, consolidation or Federation as are deemed necessary or desirable.

SECTION 2. Approval of Plan by Homeowners Association Members.— After approval by majority vote of each of the board of directors or trustees of the constituent Homeowners Associations of the plan of merger, consolidation or Federation, the same shall be submitted for approval by the members of each Homeowners Association at separate meetings duly called for the purpose. The notice of such meetings shall be given to all the members of the respective associations, at least two (2) weeks prior to the date of the meeting, either personally or by registered mail. Said notice shall state the purpose of the meeting and shall include a copy or a summary of the plan of merger, consolidation or Federation. The affirmative vote representing at least two-thirds (2/3) of the total membership of each Homeowners Association shall be necessary for the approval of such plan.

SECTION 3. Amendment of Approved Plan of Merger, Consolidation or Federation.— An approved plan of merger, consolidation or Federation may be amended by majority vote of the respective board of directors or trustees of all the constituent Homeowners Associations and ratified by the affirmative vote of two-thirds (2/3) of the members of each constituent association. Such plan, together with any amendment, shall be considered as the agreement of merger, consolidation or Federation.

SECTION 4. Articles of Merger, Consolidation or Federation.— After the approval by the members as required by the preceding Sections, the article of merger, consolidation or of Federation, as the case may be, shall be executed by each of the constituent Homeowners Associations, and signed by the president or vice-president and certified by the secretary or assistant secretary of each association.

SECTION 5. Contents of Articles of Merger, Consolidation or Federation.— The articles of merger, consolidation or Federation shall set forth the following:

a. The plan of the merger, consolidation or Federation;

b. The number of constituent Homeowners Associations; and

c. As to each constituent Homeowners Association, the number of members voting for and against such plan, respectively.

SECTION 6. Submission of Articles of Merger, Consolidation or Federation.— The articles of merger, consolidation or Federation, signed and certified as herein above required, shall be submitted to the Regional Office in three copies for approval, together with the —

a. Plan of Federation, consolidation or merger, including a location and vicinity plan of the consolidating and merging Homeowners Associations;

b. Records of the approval by majority vote of each of the board of directors or trustees of the constituent Homeowners Associations of the plans.

SECTION 7. Issuance of Certificate of Merger, Consolidation or Federation.— If the Regional Office finds that the merger, consolidation or Federation of the Homeowners Associations is not inconsistent with existing laws, it shall issue a certificate of merger, consolidation or Federation, at which time the merger, consolidation or Federation shall be deemed effective. aIcSED

However, if the Regional Office has reason to believe that the proposed merger, consolidation or Federation is contrary to or inconsistent with existing laws, it shall set a hearing to give the Homeowners Associations concerned the opportunity to be heard. The notice of hearing shall be given to each constituent Homeowners Association at least two (2) weeks before said hearing. The Regional Office shall thereafter proceed to determine whether or not to approve the merger, consolidation or Federation.

SECTION 8. Effects of Merger, Consolidation, or Federation.— The merger, consolidation or Federation shall have the following effects:

a. The constituent Homeowners Associations shall become a single association which, in the case of merger, shall be the surviving association designated in the plan of merger and in the case of consolidation, the consolidated Homeowners Association designated in the plan of consolidation.

b. The separate existence of the constituent Homeowners Associations shall cease, except that of the surviving or the consolidated Homeowners Association.

c. The surviving or the consolidated Homeowners Association shall possess all the rights, privileges, immunities and powers of each of the constituent associations and all property, real or personal, and all receivables due on whatever account, and other choses in action, and all and every other interest of, or belonging to, or due to each constituent Homeowners Association, shall be deemed transferred to and vested in such surviving or consolidated Homeowners Association without further act or deed.

d. The surviving or consolidated Homeowners Association shall be responsible and liable for all the liabilities and obligations of each of the constituent Homeowners Associations in the same manner as if such surviving or consolidated Homeowners Association had itself incurred such liabilities or obligations; and any pending claim, action or proceeding brought by or against any of such constituent Homeowners Association may be prosecuted by or against the surviving or consolidated Homeowners Association. Such merger or consolidation shall not impair the rights of creditors or liens upon the property of any of such constituent Homeowners Association.

e. The Federation shall have a separate and distinct legal personality from that of its constituent Homeowners Associations and shall have such powers over its member associations as may be set forth in its approved articles of incorporation and by-laws. However, the creation of a Federation, shall not affect the juridical personality of the constituent associations.

RULE VIII

Disaffiliation from a Federation

SECTION 1. Disaffiliation from the Federation.— A Homeowners Association may, by a resolution passed by the majority of its board of directors or trustees, and duly approved by at least two-thirds (2/3) of its total membership, sever its membership from the Federation. The disaffiliation shall take effect after a written notice of disaffiliation is filed with the Federation and the Regional Office.

SECTION 2. Memorandum of Disaffiliation.— Upon receipt of the notice of disaffiliation by a constituent Homeowners Association, the Regional Office shall enter a memorandum thereof in the records of the Federation and said association, a copy of which shall be furnished the concerned parties.

SECTION 3. Effects of Disaffiliation.— Upon disaffiliation, the Federation loses its powers and privileges as set forth in the articles of incorporation and by-laws over the Homeowners Association, while the Homeowners Association loses its entitlement to the rights and privileges arising from membership in the Federation. The disaffiliation shall be without prejudice to the settlement of any obligation incurred by the Federation and constituent Homeowners Associations against each other.

RULE IX

Segregation from an Association

SECTION 1. Segregation.— A group of members of a Homeowners Association may form a new Association by filing a verified petition with the Regional Office on the following grounds:

a. The area of the project or the membership of the existing Homeowners Association has reached a size or number that renders it extremely difficult or impracticable to provide efficient delivery of services to all its members, Provided that:

i. The petitioners are residents of a contiguous area and do not exceed half of the membership of the existing Homeowners Association;

ii. The remaining members of the existing Homeowners Association reside in a contiguous area; and

b. The existing Homeowners Association is serving several or all phases of a subdivision project and the petitioners are residents of one phase or two or more contiguous phases of said project, Provided that:

i. Where the facilities of the subdivision project are commonly shared by all the phases of a subdivision project, the existing as well as the proposed Homeowners Associations shall have the right to the use of said facilities and shall proportionately share in the expenses for its maintenance and the earnings derived or losses incurred from the operation thereof; and,

ii. The remaining members of the existing Homeowners Association reside in a contiguous area;

As used herein, "contiguous area or phase" shall refer to two or more subdivisions or community housing projects or phases thereof that are physically related or linked by a shared infrastructure and well-defined adjoining or common boundaries, whether fully or partially;

SECTION 2. Action on Petition for Segregation.— The petition shall be granted by the Regional Office if it finds that the segregation is beneficial to the general welfare and interest of the members and the new Homeowners Association that may be formed can exist as an independent entity.

RULE X

Registry Book

SECTION 1. Registry Book.— The Regional Office shall keep and maintain a registry book where the following information shall be entered:

a. Homeowners Association docket number;

b. Name of the Homeowners Association;

c. Location of the project/area and its office address;

d. Date of issuance/registration of certificate of incorporation and certificate of filing of the by-laws;

e. Serial number of the certificates;

f. Dates of release of the certificate of incorporation and certificate of filing the by-laws; and

g. The name of the person to whom the certificates were released.

RULE XI

Enrollment of Homeowners Association

SECTION 1. Enrollment of Certificate of Incorporation/Registration.— Within one (1) year after these rules take effect, a Homeowners Association that holds a certificate of incorporation/registration issued by the HIGC or the SEC and has no record in the registry book of the Regional Office shall, upon payment of required filing fees, enroll its certificate of incorporation/registration with the Regional Office, together with its articles of incorporation and by-laws, as certified by the HIGC/SECTION.

Upon receipt of the application and payment of the required filing fees, the Regional Office shall enter in its registry book the name of the Homeowners Association and issue a certification to that effect. CaSHAc

SECTION 2. Effect of Enrollment.— Upon issuance by the Regional Office of the above certification, the Homeowners Association shall henceforth be under the supervision of HLURB and shall comply with policies and guidelines on homeowners association enunciated under these rules.

SECTION 3. Effect of Failure to Enroll.— A Homeowners Association that fails to enroll as required in the preceding Section shall have no legal standing to sue before the HLURB, and to avail of the support services of the Board. It may nevertheless be sued before the HLURB by its members or other interested parties for non-compliance with existing laws and regulations. The same failure shall be a ground for the suspension or revocation of its certificate of incorporation/registration.

The officers of Homeowners Associations who are not enrolled may be held personally liable for the obligations and liabilities incurred by the de facto association.

PART III

Post-Registration

RULE XII

Post-Incorporation/Registration Requirements

SECTION 1. Requirements After Incorporation/Registration.— Within thirty (30) days from the issuance or registration of the certificate of incorporation, the Homeowners Association shall submit the following to the Regional Office:

a. Tax Identification Number.

b. BIR Certification/Official BIR Stamps or Receipts.

SECTION 2. Books Required for Stamping.— In addition to the preceding requirements and within the same period, the Homeowners Association shall submit the following books in blank forms to the Regional Office for stamping or marking as official association books:

a. Membership book which shall contain the list of all original and additional members of the Homeowners Association duly attested to by the secretary of the board. The names of the replaced members shall be indicated in an appropriate portion of the book;

b. Minutes book which shall contain the minutes of all meetings of members, and of the board of directors or trustees, in which shall be set forth in detail the time and place of holding the meeting, how authorized, the notice given, whether the meeting was regular or special, or if special, its object, those present and absent, and every act done or ordered done at the meeting; 

c. Cash book; and,

d. Ledger and journal.

SECTION 3. Homeowners Association Books to be Kept.— Every Homeowners Association shall keep and carefully preserve a record of all transactions and minutes of all meetings of members, or of the board of directors or trustees, in which shall be set forth in detail the time and agenda for holding the meeting, how authorized, the notice given, whether the meeting was regular or special, if special its object, those present and absent, and every act done or ordered done at the meeting.

SECTION 4. Additional Requirement for Housing Projects Under Group Land Acquisition and Development Program (GLAD),Community Mortgage Program (CMP) and Similar Projects.— For housing projects under Group Land Acquisition and Development program (GLAD),Community Mortgage Program (CMP) and similar land tenurial assistance programs, the Homeowners Association shall also submit to the Regional Office the development permit for the project issued by the local government unit or the HLURB, as the case may be, within ninety (90) days from the issuance or registration of the certificate of incorporation. DTIACH

RULE XIII

Submission of Reports

SECTION 1. Annual Report.— Within forty-five (45) days from the close of the accounting period, the Homeowners Association shall submit to the Regional Office the following books and documents concerning its operations during the preceding accounting period:

a. General information sheet;

b. Most recent audited financial statements; and

c. Certified true copy of the membership book and the minutes book as certified by the association secretary;

In case of Community Mortgage Program projects (CMP),Group Land Acquisition and Development projects (GLAD),and other similar land tenurial government-assisted projects, the Homeowners Association shall also submit the master list of qualified beneficiaries as certified by the assisting government agency.

SECTION 2. Minutes of Elections.— Within fifteen (15) days from the date of its regular or special election, the Homeowners Association shall submit the following to the Regional Office:

a. Attendance sheet signed by the members and attested by the Secretary;

b. Notarized report of the committee of the Homeowners Association which supervised the election;

c. Proof of notice of election to the members;

d. Election returns duly certified by the Association's committee on election; and,

e. Master list of qualified voters as certified by the Association secretary and treasurer.

SECTION 3. Minutes of Meeting for the Election of Officers.— The Homeowners Association shall submit to the Regional Office the minutes of the meeting of the board of directors or trustees for the election of the officers of the Homeowners Association within fifteen (15) days from the date of the meeting. THADEI

RULE XIV

Elections

SECTION 1. Holding of Elections.— A Homeowners Association shall hold regular membership meetings or elections on the time or date set forth in its By-laws:

SECTION 2. Non-holding or Postponement of Regular or Special Membership Meeting or Election.— In case a regular or special membership meeting or elections of a Homeowners Association is not held or is postponed, the following shall be submitted by the Association to the Regional Office:

a. Notice of postponement of the regular or special membership meeting;

b. Affidavit of non-holding of regular membership meeting stating valid reasons therefor; and

c. Affidavit of non-holding of regular elections stating categorically the reasons why no regular elections were conducted in accordance with the provisions of the Association by-laws.

In all the above cases, the notice or affidavit shall be executed by the secretary of the board of directors or trustees of the Homeowners Association and attested to by its president and shall be filed with the Regional Office within five (5) days from the date of the scheduled meeting or election.

SECTION 3. Inquiry on Non-Holding or Postponement of Association Meeting or Elections.— If the reasons stated in the affidavit of non-holding of regular membership meeting or election as provided in Section 2 above are found to be without merit, the Regional Office may order the directors or trustees and officers of the Homeowners Association to immediately call for the conduct of the meeting or election that was not held or postponed. The directors or trustees and officers who failed to comply with the order shall be held jointly and severally liable therefor.

SECTION 4. Election Supervision.— The Regional Office may call a special election for the officers of a Homeowners Association and set the rules that shall govern the conduct thereof in consultation with the association.

SECTION 5. Authority to Supervise Election.— The Regional Office may designate one of its responsible officials to supervise, without right of substitution or delegation, the conduct of the special election of a Homeowners Association. Within ten (10) working days after the date of the election, said election supervisor shall submit a report to the Regional Office stating, among others, the following:

a. Whether the special election was held as scheduled;

b. Time of the commencement and end of the election;

c. The following information as appearing in the report of the committee on election of the Homeowners Association:

i. Number of qualified voters;

ii. Number of votes cast;

iii. Number of votes received by individual candidates;

iv. Protest registered on the day of election, if any; and

v. Such other information as he may deem relevant and necessary.

SECTION 6. Observation of General or Regular Elections.— The Regional Office may designate one of its responsible officials to observe the conduct of the general or regular elections of a Homeowners Association, if requested to do so in writing by the association or whenever circumstances warrant said action. The request shall be filed at least ten (10) days before the conduct of the said election and shall be accompanied by a copy of the election guidelines approved by the committee on election of the association. ASCTac

RULE XV

Fidelity Bond

SECTION 1. Fidelity Bond.— Unless otherwise provided for in the Homeowners Associations by-laws, the elected president and treasurer of the Homeowners Association shall file a fidelity bond to answer for the misuse of association funds. The premium of such fidelity bond may be sourced from the operating expenses of the Homeowners Associations in an amount equivalent to the association's cash assets and its equivalent at the time of assumption to office of the officers concerned.

SECTION 2. Failure to Post Fidelity Bond.— If the president and treasurer of the Homeowners Association fail to post the required fidelity bond, they may nonetheless perform their official functions, except that disbursement of the funds of the Homeowners Association shall be at the instance of the board of directors or trustees.

SECTION 3. Other Land Tenurial Associations.— The provisions in Section 1 above notwithstanding, the president and treasurer of associations organized for security of land tenure such as Group Land Acquisition and Development program (GLAD),Community Mortgage Program (CMP) and similar land tenurial assistance programs, shall post a fidelity bond equal to the funds sourced from loans and grants from government and private financial institution.

RULE XVI

Dissolution of Association

SECTION 1. Methods of Dissolution.— A Homeowners Association may be dissolved voluntarily or involuntarily.

SECTION 2. Voluntary Dissolution Where No Creditors are Affected.— If the dissolution of a Homeowners Association does not prejudice the rights of any creditor having a claim against it, the dissolution shall be effected by a majority vote of the board of directors or trustees and by a resolution adopted by the affirmative vote of at least two-thirds (2/3) of the members at a meeting to be held on the call of the board of directors or trustees after publication of the notice of the time, place and object of the meeting once a week for two (2) consecutive weeks in a newspaper published in the place where the principal office of the Homeowners Association is located; and if no newspaper is published in such place, then in a newspaper of general circulation in the Philippines, after posting such notice to the bulletin board of the Homeowners Association and in other strategic or conspicuous places within its territorial boundaries and, after sending such notice to each member either by registered mail or by personal delivery at least thirty (30) days prior to said meeting.

A copy of the resolution authorizing the dissolution shall be certified by a majority of the board of directors or trustees countersigned by the secretary of the Homeowners Association and submitted to the Regional Office, which shall thereupon issue the certificate of dissolution.

SECTION 3. Voluntary Dissolution Where Creditors are Affected.— Where the dissolution of a Homeowners Association may prejudice the rights of any creditor, a petition for dissolution shall be filed with the Regional Office. The petition shall be signed by a majority of its board of directors or trustees or other officers of the Homeowners Association having the management of its affairs, verified by its president or secretary or one of its directors or trustees, and shall set forth all claims and demands against it, and that its dissolution was resolved upon by the affirmative vote at least two-thirds (2/3) of its members at a meeting called for that purpose. ECcDAH

If the petition is sufficient in form and substance, the Regional Office shall, by an order reciting the purpose of the petition, fix a date on or before which objections thereto may be filed by any person, which date shall not be less than thirty (30) days nor more than sixty (60) days after the entry of the order. Before such date, a copy of the order shall be published at least once a week for three (3) consecutive weeks in a newspaper of general circulation published in the municipality or city where the principal office of the Homeowners Association is situated, or if there is no such newspaper, then in a newspaper of general circulation in the Philippines, and a similar copy shall be posted for three (3) consecutive weeks in three (3) public places in such municipality or city and in the bulletin board of the Homeowners Association.

Upon five (5) day's notice, given after the date on which the right to file objections as fixed in the order has expired, the Regional Office shall proceed to hear the petition and try any issue made by the objections filed; and if no such objection is sufficient, and the material allegations of the petition are true, it shall render judgment dissolving the Homeowners Association and ordering such disposition of its assets as justice requires, and may appoint a management committee to collect such assets and pay the debts of the association.

SECTION 4. Dissolution by Shortening Corporate Term.— A voluntary dissolution may be made by amending the articles of incorporation to shorten the term of the Homeowners Association. A copy of the amended articles of incorporation shall be submitted to the Regional Office in accordance with these rules. Upon approval by Regional Office of the amended articles of incorporation or expiration of the shortened term, as the case may be, and upon such terms as may protect the rights of creditors whose claims against the Homeowners Association may be affected by the shortening of its term, the association shall be deemed dissolved without any further proceedings.

SECTION 5. Involuntary Dissolution.— A Homeowners Association may be dissolved by the Regional Office upon the filing of a verified complaint and after proper notice and hearing on the grounds provided by existing laws, rules and regulations.

PART IV

Monitoring and Supervision

RULE XVII

Monitoring

SECTION 1. Monitoring.— The Regional Office may, motu proprio or upon report or request of an interested party, inspect and examine documents, books and records and investigate transactions and activities of a Homeowners Association for the purpose of ascertaining and enforcing its compliance with laws, rules and regulations being implemented by HLURB, and in proper cases, impose appropriate sanctions.

SECTION 2. Examination of Financial Transactions.— After the submission by the Homeowners Association of the annual reports referred to in Rule XIII, the Regional Office shall conduct an examination and evaluation thereof.

If the Regional Office finds that the documents submitted are incomplete or inconsistent with generally accepted accounting principles, the Regional Office shall issue a notice to submit pertinent book and records of the Homeowners Association concerned, including but not limited to its audited balance sheet or income statement, cash book, ledger and journal, or cash flow statement. For this purpose the Regional Office may also conduct its examination and evaluation of the required reports of the association in its designated administrative office motu proprio upon prior notice to the concerned Homeowners Association when circumstances warrant.

SECTION 3. Independent Audit; When Necessary.— If upon evaluation the Regional Office finds ambiguity or inconsistency in the documents submitted, it may require the board of directors of the Homeowners Association to engage, at its own expense, the services of an independent auditor who shall conduct and review the said financial records. Thereafter, the association shall submit the report of the independent auditor.

RULE XVIII

Show Cause Order

SECTION 1. Show Cause Order.— If after investigation or upon evaluation of the reports referred to in these rules, it appears that a violation of existing laws, rules and regulations of HLURB has been committed by a Homeowners Association, the Regional Office shall require the association, its directors or trustees and officers to submit a sworn statement explaining why no sanctions should be imposed upon it for the reported violation within ten (10) days from receipt thereof. The Homeowners Association shall attach relevant documents in support of its statement.

SECTION 2. Evaluation.— Upon receipt of the Homeowners Association's sworn statement, the Regional Office shall determine whether or not a violation has been committed. If the Regional Officer determines that no violation was committed, he shall issue an order considering the matter as closed. CTSHDI

If the Homeowners Association fails or refuses to submit its sworn statement, the Regional Office may make a determination on the basis of the records at hand.

SECTION 3. Clarificatory Conference.— Upon receipt of a sworn statement, a clarificatory conference may be conducted by the Regional Officer or his duly authorized representative between the complaining party or informant and the Homeowners Association [party subject of monitoring] to clarify matters or issues as may be necessary for the judicious evaluation or resolution of the report or complaint.

SECTION 4. Contentious Matters.— Should the matters raised in the letter-complaint or report prove to be contentious, adversarial or will involve the determination of the respective rights and obligations of the parties, the latter shall be advised to file a verified complaint in accordance with the HLURB Rules of Procedure for the adjudication of cases.

RULE XIX

Imposition of Sanctions

SECTION 1. Grounds for Administrative Sanctions.— Administrative sanctions may be imposed on a Homeowners Association upon any ground provided by law, rules and regulations, including, but not limited to, the following:

a. Fraud or misrepresentation in procuring its certificate of registration;

b. Serious misrepresentation as to what the Homeowners Association can do or is doing;

c. Refusal to comply with or defiance of any lawful order of the HLURB or the Regional Office;

d. Misuse of a right, privilege, or franchise conferred upon it by law, or when the Homeowners Association has exercised a right, privilege, or franchise in contravention of law;

e. Commission or omission of an act which amounts to a surrender of its corporate rights, privileges or franchises;

f. Commission of an offense against the rules and regulations of the HLURB or of the Corporation Code of the Philippines;

g. Non-operation or inactivity for a period of at least five (5) years;

h. Repeated or habitual failure or delay in filing reports as required by these rules or by the Regional Office.

SECTION 2. Order of Imposition of Sanctions.— If the Homeowners Association fails to comply with the show cause order, or if upon evaluation of the sworn statement or comment, the Regional Officer determines that a violation has been committed by the association, a fine and/or other administrative sanctions shall be imposed citing the basis thereof.

SECTION 3. Liability of Officers.— After due notice, should the Regional Office determine that any of the above enumerated grounds had been committed by the board and/or any of the officers of the Homeowners Association, the erring and/or guilty board members or officers shall be liable for all the sanctions imposed.

SECTION 4. Imposable Sanctions.— The sanctions that may be imposed, as well as the factors and circumstances to be considered in the imposition thereof, shall be in accordance with the schedule of fines and guidelines prescribed by the HLURB.

RULE XX

Motion for Reconsideration

SECTION 1. When and Where to File Motion.— Within fifteen (15) days from receipt of the order imposing the fine and/or administrative sanction, the Homeowners Association may file a motion for reconsideration of the said order with the Regional Office.

SECTION 2. Resolution of the Motion.— The Regional Officer shall resolve the motion for reconsideration solely on the basis based on the evidence on record. Only one motion for reconsideration shall be entertained.

RULE XXI

Appeal

SECTION 1. When and Where to File Appeal.— A Homeowners Association may appeal directly to the HLURB Board of Commissioners an order or resolution of the Regional Office imposing a fine and/or administrative sanction within thirty (30) days from receipt thereof.

If a motion for reconsideration has been filed in accordance with Rule XX above from the order or resolution, the appeal shall be filed within thirty (30) days from receipt of the denial of said motion by the Regional Office.

SECTION 2. Proceedings on Appeal.— The appeal shall proceed in accordance with the HLURB Rules of Procedure.

RULE XXII

Finality of Order of Imposition of Sanction

SECTION 1. Finality of Order.— The order imposing a fine and/or other administrative sanction on a Homeowners Association shall become final and executory when no appeal has been taken therefrom within thirty (30) days from receipt by the association of said order. CAIHaE

RULE XXIII

Execution of Administrative Sanction

SECTION 1. Execution.— Upon its finality, the Regional Officer shall issue a writ of execution directing the Office of Ex-Officio Sheriff of the province or city concerned to implement the order imposing a fine and/or administrative sanction.

SECTION 2. Assistance From Other Agencies and Entities. — In the enforcement of its orders or writs, the Regional Office may deputize any law enforcement agency or call on any government employee or any department, bureau, office, agency or instrumentality of the government or private entities and organizations for cooperation and assistance in the exercise of its functions pursuant to Article IV, Section 5 (i) of Executive Order No. 648, series of 1981.

RULE XXIV

General Provisions

SECTION 1. Fees and Penalties.— The HLURB shall fix the amount of the fees to be paid for the processing of applications, petitions and requests under these rules and the penalties to be imposed for any violation of its provisions.

SECTION 2. Suppletory Application. — The provisions of the Corporation Code shall have suppletory application on matters not covered by these rules.

SECTION 3. Amendments.— The HLURB may, from time to time, amend these rules and issue supplementary regulations to register, regulate, supervise, and monitor Homeowners Associations and/or to amend the provisions hereof.

RULE XXV

Effectivity

SECTION 1. Effectivity.— These rules shall take effect fifteen (15) days from the date of its publication in a newspaper of general circulation.

Approved this 8th day of November, 2004 Quezon City.

 

(SGD.) THE HONORABLE NOLI L. DE CASTROVice President of the Philippines & Housing and Urban Development Coordinating Council Chairman

 

(SGD.) RAMON J. LIWAGUndersecretary, Department of Justice

 

(SGD.) EDUARDO R. SOLIMAN, JR.Undersecretary, Department of the Interior and Local Government

 

(SGD.) AUGUSTO B. SANTOSDeputy Director General, National Economic and Development Authority

 

(SGD.) JOEL I. JACOBDepartment of Public Works and Highways

(SGD.) ROMULO Q.M. FABULCommissioner and Chief Executive OfficerHousing and Land Use Regulatory Board

(SGD.) TERESITA A. DESIERTOCommissioner

(SGD.) FRANCISCO L. DAGÑALANCommissioner

(SGD.) JESUS YAP PANGCommissioner

ATTESTED:

 

(SGD.) CHARITO B. LANSANGBoard Secretary

 

HLURB FORM NO.

 

ARTICLES OF INCORPORATION

 

KNOW ALL MEN BY THESE PRESENTS:

That we, the undersigned, all of legal age, Filipino citizens and residents of the Philippines, have this day voluntarily associated ourselves for the purpose of forming a non-stock, non-profit association, under the laws of the Republic of the Philippines, particularly Section 2(a) of Executive Order No. 535 and Section 26 of R.A. No. 8763, TCacIA

FIRST: That the name of the said association shall be __________________

SECOND: That the purposes for which said association is formed are as follows:

1. To construct, manage, maintain and operate adequate facilities and services for its members;

2. To initiate and organize socio-cultural projects and activities to awaken community consciousness and belonging;

3. To promote, enhance and foster the development and improvement of the quality of life of the members through livelihood projects and other economic activities;

4. To acquire, accept donations, purchase, own, hold, develop, lease, mortgage, pledge, exchange, sell, transfer or otherwise invest, deal in or trade, in any manner permitted by law and the rules and regulations of government regulatory or licensing agencies, real and personal property of every kind and description, or any interest therein, as may be necessary for the accomplishment of the purposes of the association;

5. To borrow and otherwise contract indebtedness and issue notes, bonds and other evidence of indebtedness and to secure payment therefore by mortgage, pledge or deed of trust, or through encumbrances or any and all of its then-owned or after-acquired real or personal properties and assets, as may be permitted by law;

6. To enter into, make, perform carry out, or cancel and rescind contracts of every kind and for any lawful purpose with any person, firm, association, corporation, syndicate, domestic or foreign, or others;

7. To do and perform any other acts and things, and to have and exercise any other powers which may be necessary, convenient and appropriate to accomplish the purpose for which the Association is organized.

THIRD: That the principal office of the Association is located at __________

FOURTH: That the term for which the said Association is to exist is FIFTY (50) YEARS from and after the date of its incorporation;

FIFTH: That the names, citizenship and residences of the incorporators of said association are as follows:

SIXTH: That the number of directors/trustees of the association shall be ___________________ (____) and the names, citizenship and residences of the directors of said association are as follows:

 

SEVENTH: That the incorporators and directors/trustees (and officers) named herein, and those persons/officers whose names are included in the list of members/officers attached hereto, are members of this association. Additional members may be admitted in accordance with the By-Laws and whose names shall be submitted to the Housing and Land Use Regulatory Board (HLURB) from time to time;

* Please see attached list of members

EIGHT: That the association shall be maintained by fees, dues, assessments or charges paid by its members and other income as the association may derive from the pursuit of its livelihood and economic activities, as well as voluntary contributions, donations or loans from persons, partnership, corporations and other entities;

NINTH: That the initial operating capital of the association is

 

TENTH: That ___________________ has been elected by the members of the Board as Treasurer of the association to act as such until his successor is duly elected and qualified in accordance with the By-Laws, and that as such Treasurer, he has been authorized to receive for and in the name and for the benefit of the association, all fees, contribution, income, or donations paid or given by the members or acquired from other entities/sources.

IN WITNESS WHEREOF, we the incorporators have hereunto set our hands this _____ day of _____________, 20 ____ at _________________________, Philippines.

_______________________	_______________________
_______________________	_______________________
_______________________	_______________________
_______________________	_______________________
_______________________	_______________________
_______________________________
SIGNED IN THE PRESENCE OF:
_______________________	_______________________

 

ACKNOWLEDGEMENT

 

REPUBLIC OF THE PHILIPPINES )                      ) S.S.

 

BEFORE ME, a Notary Public for an in _______________ this ___ day _________________ of ________________, 20 _____, personally appeared:

known to me and to me known to be the same persons who executed the foregoing Articles of Incorporation and who acknowledged to me that the same is their own free and voluntary act and deed.

WITNESS MY HAND SEAL on the date and place first above-written.

 

NOTARY PUBLIC

 

Doc. No. _________:

*Attachment may be made for additional listings.

UNDERTAKING AND LIST OF INCORPORATORS

 

_______________

 

Housing and Land Use Regulatory Board

 

Sir:

 

In connection with the registration of the Articles of Incorporation of the _______________________________________________________

(a) to change its corporate name in the event another person, firm or entity has acquired a prior right to the use of the said name or one similar to it; and

(b) to comply with all rules and regulations issued by the Housing and Land Use Regulatory Board. IDSaEA

The name, positions, and taxpayer's identification numbers of the incorporators of the Association, are as follows:

I, HEREBY CERTIFY THAT THE INFORMATION GIVEN IN THE FOREGOING IS TRUE AND CORRECT.

 

_____________________

 

_____________________

 

SUBSCRIBED AND SWORN to before me in ___________________, Philippines, this ________ day of ________ the affiant exhibiting to me his/her CTC No. ____________ issued on _________ at ________________, Philippines.

 

NOTARY PUBLIC

Doc. No.;

 

GENERAL INFORMATION SHEET

1.	Name of Association: ___________________________________________
2.	Principal Office Address: _________________________________________
	_____________________________________________________________
3.	Board of Directors/Trustees:
	NAME	RESIDENCE
	_____________________	________________________________
	_____________________	________________________________
	_____________________	________________________________
	_____________________	________________________________
4.	Officers of the Association:
	NAME	RESIDENCE
	_____________________	________________________________
	_____________________	________________________________
	_____________________	________________________________
	_____________________	________________________________
5.	Original/Additional Members:
	_____________________	________________________________
	_____________________	________________________________
* Please see attached list of members
			Certified Correct:
			______________________
			Corporate Secretary

SUBSCRIBED AND SWORN to before me this ______ day of _______________, 20 ___, affiant exhibiting to me his/her Community Tax Certificate No. ________ issued on __________ at _______________

 

NOTARY PUBLIC

 

Doc. No. _______

 

(FOR REGULAR HOA)

 

CERTIFICATION

 

In connection with the registration of ________________________________, I hereby certify the following facts:

1. The territorial jurisdiction of _________________________________ covers: (a) the entire _______________________________________ subdivision; (b) Phases ____________________________ of the subdivision; (c) unsubdivided parcel of land evidenced by a vicinity map hereto attached.

2. No homeowners association presently exists within our subdivision/community, or presently registered with the Housing and Land Use Regulatory Board, Home Financing Corporation, Home Insurance Guaranty Corporation, Securities and Exchange Commission, or other regulatory agency.

3. Since the subdivision is divided by phases and/or the territorial boundaries may be delineated, there are ___________ (state the number) homeowners associations existing therein, namely:

a.

b.

c.

4. The nearest homeowners association existing is _______________

IN WITNESS WHEREOF, I hereby affix my signature on this ________ day of _________________________, 20 ______ at _______________________.

 

________________________

 

Subscribed and sworn to before me this _______ day of _______________, 20 ___, at _____________________________________, affiant exhibiting to me his/her CTC No. ___________ issued on _____________ at _________________.

 

NOTARY PUBLIC

 

Doc. No. _______;

 

(FOR CMP HOAs)

 

CERTIFICATION

 

In connection with the registration of ________________________________________________________________________________ I hereby certify the following facts:

1. The territorial jurisdiction of _________________________________________________________________________ covers: (a) the entire ____________________________ subdivision; (b) Phases _____________________________________ of the subdivision; (c) unsubdivided parcel of land evidenced by a vicinity map hereto attached.

2. No homeowners association presently exists within our subdivision/community, or presently registered with the Housing and Land Use Regulatory Board, Home Financing Corporation, Home Insurance Guaranty Corporation, Securities and Exchange Commission, or other regulatory agency.

3. Since the subdivision is divided by phases and/or the territorial jurisdiction may be delineated, there are ______________ (state the number) homeowners associations existing therein, namely:

a.

b.

c.

4. The nearest homeowners association existing is __________________, Inc.,situated at __________________________________________ which is some ________ kms. away from us.

5. Per NHMFC Memorandum Order No. CMP-005 dated October 15, 1990, Series of 1990, that the member/beneficiaries are not more than 300. TaCIDS

6. The incorporators occupy the premises as (a) owner; (b) tenant or lessee and (c) others;

NAMES	NATURE OF OCCUPANCY
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________

The members likewise occupy the premises as owner/tenant or lessee/others:

NAMES	NATURE OF OCCUPANCY
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________

* Please see attached list of members

IN WITNESS WHEREOF, I hereby affix my signature on this _______ day of _______________________, 20 __ at ____________.

 

____________________

 

SUBSCRIBED AND SWORN to before me this _______ day of ____________, 20 ___, at _____________________________, affiant exhibiting to me his/her CTC No. ____________ issued on ___________ at ________________.

 

NOTARY PUBLIC

 

Doc. No. _________;

* Attachments may be made for additional listings.

 

AUTHORIZATION

 

________________

 

HOUSING AND LAND USE REGULATORY BOARD

 

Sir/Madam:

 

Please be informed that Mr./Ms. ___________(Position)______________, ___________________ (Address) _______________________ is the only authorized representative to deal, transact, negotiate make necessary corrections or to do and perform all acts relative to the application for registration of ________________________________ (Name of Association) ____________________. Furthermore, only the above-named person is allowed to make follow-up and request for the release of any and all registration documents including the Certificate of Registration of the Articles of Incorporation, By-Laws or its amendments.

 

Specimen Signature of:
______________________	______________________
Authorized Representative	Association President

 

SUBSCRIBED AND SWORN to before me this _____ day of __________, 20 ___, affiant exhibiting to me his/her Community Tax Certificate No. _____________________ issued on ____________ at _____________________.

 

NOTARY PUBLIC

 

Doc. No. _________;

 

SECRETARY CERTIFICATE

 

_____________

 

I, ___________________________________, the duly elected secretary of the _________________________________ Association do hereby certify that a general assembly meeting held on _______________ at _____________________ where a majority of ______ out of _____ members in good standing were present, the resolution of the Board of Directors/Trustees dated __________________________ adopting/amending the Articles of Incorporation/By Laws was approved by a vote of _________ out of ___________.

Executed on ______ day of __________________________ 20 ____ at  ___________________, Philippines.

 

____________________

 

Subscribed and sworn to before me this _______ day of _____________, 20 ___, at _____________________, affiant exhibiting to me his/her CTC No. __________ issued on _______________ at ____________________.

 

NOTARY PUBLIC

 

Doc. No. _________;

 

For Non-Regular Subdivision Projects

 

BY-LAWS

 

ARTICLE I

DECLARATION OF PURPOSE

The purposes of this association are those set forth in its Articles of Incorporation. Its primary concern is to facilitate the ownership of lots or houses, or both, by its members and to enhance the delivery of adequate social services or advantages for the association to improve the quality of life and well-being of its members.

ARTICLE II

NAME AND LOCATION

The name of this Association is _______________________________________________________________. Its principal office shall be located at ___________________________.

ARTICLE III

MEMBERSHIP

Section 1. Members.— All lot buyers/owners, awardees, long-term lessees and occupants, or informal settlers intending as beneficiaries of ownership rights over their leased or occupied lots or houses at _________________________________ shall become members of the association; provided however, that long-term lessees and bonafide occupants shall be considered members of the association, in lieu of the owner of the same. DCcHAa

A lease shall be considered a long-term lease if the lease is in writing and for a period of one year or more.

The right of membership, including the right to vote and to be voted for, shall be exercised by the head of the family or authorized representative of each homeowner, lot owner/buyer, awardee, lease holder or bonafide occupant, of a house or lot.

Section 2. Member in Good Standing.— A member in good standing is one who complies faithfully with all the duties and obligations of a member as determined by the Board of Directors.

Section 3. Rights and Privileges of Membership.— Every member of this association shall be entitled to participate in any meeting and vote on the following matters:

a. Amendment of the articles of incorporation;

b. Adoption and amendment of by-laws;

c. Sale, lease, exchange, mortgage, pledge or other disposition of all or substantially all of the association's assets;

d. Incurring, creating, or increasing bonded indebtedness;

e. Increases or decreases of association capitalization or dues;

f. Merger or consolidation of the association with another association or other associations;

g. Investment of association funds in another association;

h. Dissolution of the association; and,

i. Inspection and examination of association records at reasonable hours on business days.

Unless otherwise stated in the Articles of Incorporation or in this By-Laws, and in addition to the foregoing rights and privileges, every member in good standing of this association shall have the following rights:

a. To vote at all elections of trustees or directors, either in person or by representative authorized to act by written proxy;

b. To be eligible to any elective or appointive office of the association;

c. To participate and vote on all matters brought before any meeting or deliberation of the members of the association;

d. To use, enjoy, benefit from, or take advantage of all facilities and services of the association.

Section 4. Duties of Members.— Every member of this association shall have the following duties:

a. To pay his membership fee, association dues, special assessments, and such other fees which may be levied on him by the association;

b. To participate in important activities or social affairs of the association as may be determined by the board of directors or trustees;

c. To attend all meetings, assembly, and seminars as may be called by the association, the board of directors or trustees or its committees;

d. To obey and comply with this by-laws and such other rules and regulations as may be promulgated by the board of directors or trustees and approved by the majority of the members.

Section 5. Membership Roll.— The association shall keep and maintain under the custody of the Secretary a membership roll containing the list of all members and such additional members as may be admitted from time to time, including information and data which may be required by the board of directors or trustees.  

Section 6. Expulsion from the Association.— Any member may be expelled from the association on the following grounds:

a. Default in the payment of association dues as specified in Article IV hereof, for a period of thirty (30) days from written demand;

b. Ceasing to be a member in good standing, as determined by the board of directors and trustees, after due notice and hearing;

c. Repeated violation of any of the provisions of the articles of incorporation, this by-laws or existing rules and regulations of the association and exhibiting conduct inimical to the interest of the association as determined by the board of directors or trustees, after due notice and hearing.

ARTICLE IV

FEES AND DUES

Section 1. Membership Fee.— Upon the organization of this association, or the admission of any person as member hereof, every member of the association shall pay a membership fee of ___________________________ to be paid in a manner determined by the board of directors or trustees.

Section 2. Association or Maintenance Dues.— Monthly association and/or maintenance dues of __________________ shall be collected from every member to defray the administrative cost and operational expenses of the association.

Section 3. Contributions.— The association may raise funds for its programs and activities, through contributions, donations and/or other forms.

Section 4. Special Assessments.— The board of directors or trustees, may from time to time, assess and collect from each member reasonable amounts as may be necessary to fund special community projects for the common good and benefit of the association as approved by the majority of the members of the board.

ARTICLE V

BOARD OF DIRECTORS OR TRUSTEES

Section 1. Board of Directors or Trustees and their General Powers.— Unless otherwise provided in the articles of incorporation and this by-laws, the powers of this association shall be exercised, all business conducted and all of its property controlled and held by the board of directors or trustees elected from among the members in good standing of this association.

Section 2. Number of Directors or Trustees and Qualifications.— The board of directors or trustees of this association shall be composed of fifteen (15) elected members. No person shall be elected as director or trustee unless he is a member in good standing of this association.

Section 3. Nomination.— Not less than seven (7) days nor more than fourteen (14) days before the annual meeting at which the directors or trustees are to be elected, any fifteen (15) or more members, may, by written petition, nominate candidates to the Board and post their name in the bulletin of the association.

Section 4. Election and Term of Office.— Directors shall be elected by secret ballot at the annual meeting of the members of the association. The directors or trustees so elected shall hold office for a term of _____ years and until their successors are elected and qualified.

Section 5. Removal of Directors or Trustees b Members.— At any regular or special meeting of the member duly called and held for the purpose, any director or trustee may, on any valid ground by two-thirds (2/3) vote of the members entitled to vote, be removed from office. Any vacancy created by such removal shall be filled by majority vote of the members present at such meeting without compliance with the foregoing provisions with respect to nomination. The director(s) or trustee(s) so elected shall serve the unexpired term(s) of the removed director(s) or trustee(s). SAHITC

Section 6. Vacancies.— Except as herein above provided, any other vacancies occurring in the Board either by resignation, death or incapacity, shall be filled by a majority vote of the members entitled to vote at a special meeting duly called and held for the purpose without compliance with the foregoing provisions with respect to nomination. The director(s) or trustee(s) so elected shall serve the unexpired term(s) of the resigning, incapacitated or deceased director(s) or trustee(s).

Section 7. Regular Meeting of the Board.— The first regular meeting of the Board shall without notice be held immediately after the annual meeting of the members. Thereafter, the regular meeting of the Board shall also be held on the _______________________ at the principal office of the association and no notice thereof shall be required.

Section 8. Special Meeting of the Board.— Special meeting of the board may be called by the president or majority of the members of the board and it shall thereupon be the duty of the secretary to cause the notice of such meeting to be sent to each director at least (2) days before the meeting.

Section 9. Quorum.— A majority of the directors or trustees shall constitute a quorum at any meeting of the Board.

Section 10. Compensation.— The directors or trustees may be entitled to per diem for actual attendance to the meeting in such amount as may be determined by majority of the members of the association.

ARTICLES VI

OFFICERS

Section 1. Officers.— The officers of the association shall be the President, Vice-President, Secretary, Treasurer, Auditor and such other officers as may from time to time be determined by the Board. Long-term lessees and tenants are not qualified to be elected or appointed as president, vice-president, and treasurer of the association.

Section 2. Election and Terms of Office.— The officers mentioned in Section 1 hereof shall be elected at the annual* meeting of the Board held immediately after the annual meeting of members and shall hold office for a term of _________** and until their successors shall have been elected and qualified. If the election of officers cannot be held at such meeting, the election shall be held during the next regular meeting.

Section 3. Compensation.— The officers of the association who are not members of the Board may receive such honoraria as may be determined by the board of directors of trustees.

Section 4. Removal of Officers.— Any officer of the association may be removed by a majority vote of the members of the Board constituting a quorum whenever in its judgment the best interest of the association will be served thereby.

Section 5. President.— The president who should be a director shall preside at all meeting of the members and of the board of directors or trustees. The president shall exercise such powers and perform such duties incident to his office and such other duties as may from time to time be delegated to him by the Board. Among others, the president shall:

a. Preside at all meetings of the members and of the board of directors or trustees;

b. Represent the association in all activities to which it is a party or participant;

c. Preside, in consultation with the appropriate officers and committees, a yearly program of activities and submit an annual report of the operations of the association to the members at the annual meeting, and to the board of directors or trustees such statements, report, memoranda and accounts as may be requested by the latter;

d. Organize and supervise work groups among the members of the association;

e. Post a fidelity bond sufficient to answer for the association's cash assets and its equivalent at the time of his/her assumption of office, provided, that the posting of the said bond shall be for the personal account of the officer concerned;

f. Exercise the power to create additional committees as may be necessary.

Section 6. Vice-President.— The Vice-President who should also be a director or trustees shall in the absence or disability of the president, perform the duties of the president and such other duties as the Board may from time to time prescribe.

Section 7. Treasurer.— The Treasurer shall have the following duties:

a. Have charge and custody of and be responsible for the funds of the association.

b. Shall disburse the funds of the association, for specific purpose/s authorized by a resolution of the board of directors or trustees;

c. Shall take charge and have custody of petty cash funds as may be fixed by the board;

d. Be responsible for keeping the financial records of the association and the liquidation of any and all accounts, liabilities and obligations owing on dues from the association;

e. Shall monitor all delinquencies and send notices on overdue association's dues and/or demand letters;

f. Post a fidelity bond sufficient to answer for the association's cash assets and its equivalent at the time of his/her assumption of office provided, that the posting of the bond shall be for the personal account of the officer;

g. In general, perform all the duties incident to the office of the treasurer and such other duties as may from time to time be assigned to him by the board of directors or trustees.

Section 8. Secretary.— The Secretary shall:

a. Keep the minutes of the meetings of the members of the board, in one or more books provided for this purpose;

b. Deliver or submit all notices in accordance with this by-laws or as required by law or rules of the HLURB;

c. Keep all corporate records and the seal of this association which shall be affixed to such instrument as may be required by the HLURB and thereupon or attested by his signature or that of the treasurer.

d. Keep a register or membership roll of the names and post office addresses of all members;

e. Provide each member a copy of the by-laws and all amendments thereto;

f. In general, perform all duties incident to the office of the secretary and such other duties as may from time to time be assigned by the board.

Section 9. Auditor.— The Auditor shall:

a. Serve as the chairperson of the audit and inventory committee of the association;

b. Examine and audit all financial transactions of the association including all the books, ledgers, journals and other supporting records pertaining thereto; and

c. Perform all duties incident to the office of the auditor and such other duties as may from time to time be assigned by the Board. SDHCac

ARTICLE VII

ASSOCIATION COMMITTEES

Section 1. Committees.— The association, by a vote of the majority of the members thereof, shall organize and create the following committees:

a. Grievance and Adjudication Committee. The members of the grievance and adjudication committee, who should have experience in counseling shall be elected by the members in the annual meeting of members. The committee shall accept and investigate complaints filed by a member against any other member or officer, and shall settle or arbitrate any dispute within its power in the community. In the event that the grievance is not settled by the committee, its decision may be appealed to the board of directors or trustees.

 Any controversy or dispute shall first be brought before the Board of directors or trustees prior to elevating the same to HLURB. The board of directors or trustees shall issue a certification as to the non-settlement of a dispute before HLURB shall take cognizance of the dispute or controversy.

b. Audit and Inventory Committee. The audit and inventory committee shall be responsible for auditing the accounts of the association. It shall conduct such audit at least semi-annually and submit its reports thereon to the board of directors or trustees.

c. Committee on Election. The committee on election shall be composed of three (3) members, to be elected by the members in the annual meeting who shall serve for a term of one year until their successors have been elected and duly qualified.

 The Committee shall supervise all election activities of the association.

d. Development and Services Committee. The development and services committee shall take charge of planning, coordination and actually operating the facilities and services of the association. It shall be organized into groups or councils which shall form as backbone of the community service delivery system. Initially, these groups or council may be the following: Health and Nutrition and Mobility Groups. Addition groups or council shall be formed as the need arises.

e. Membership and Education Committee. The membership and education committee shall take charge of the development of human resources in the community. It shall conduct information, education and motivational campaigns and shall prepare and implement training activities designed to make the residents productive members of the association.

f. Financial Management Committee. Subject to the approval of the Board of Directors, the financial management committee, shall prepare the budget of the association and plan, adopt and implement canvassing, procurement, and disbursement guidelines for projects that will or may require the use of the association funds. The committee shall also serve as coordinating body for all financial matters involving external institutions and shall evolve a saving campaign and other fund raising activities.

g. Livelihood Committee. The livelihood committee shall plan and coordinate all economic programs designed to supplement the income of the members. As such, it shall closely coordinate with the financial management committee in the preparations of feasibility studies and other proposals.

h. Maintenance Committee. The maintenance committee shall take charge of the upkeep and repair of community facilities and services. It shall form and organize the beautification/ecology team or group to maintain cleanliness and beauty in the community.

i. Peace and Order Committee. The peace and order committee shall take charge of maintaining peace and order in the community. It shall form and organize the members into tanod brigades to safeguard the security of the area and emergency/disaster brigade to meet any natural or man-made calamity.

j. Social and Cultural Affairs Committee. It shall be tasked with planning, organizing and implementing social activities that will help improve inter-personal relations among the members. It shall also develop programs and activities to deepen cultural awareness among the members. Finally, it shall form and organize Sports and Recreation Brigade.

Section 2. Special Committees.— Other special committees, council, or groups may be created by the board of directors or trustees as the need arises.

ARTICLE VIII

MEETING OF MEMBERS

Section 1. Place of Meeting.— The meeting of members shall be held at the principal office of the association.

Section 2. Annual Meeting.— The annual meeting of the members shall be held on _______________________ of each year, at which meetings the members shall elect the directors and transact such other business as may properly be brought during the meeting.

Section 3. Special General Meeting.— At any time during the interval between annual meeting, special meeting of the members may be called by the president or by a majority of the board, provided, however, that ten (10) per centum or more of the members in good standing may in writing, petition the board or directors or trustees to call a special meeting of the members.

Section 4. Notice of Members' Meeting.— A written notice stating the date, place and hour of the meeting and, in case of special or an annual meeting, at which business requiring special notice is to be transacted, shall be personally delivered to each member not less than five (5) days before the date of the meeting.

Section 5. Quorum.— Majority of the members in good standing present in person or by proxy shall constitute a quorum at any meeting of the members for the transaction of business.

Section 6. Voting.— Each household shall be entitled to only one vote. Voting by proxy shall be allowed. All questions shall be decided by a vote of majority of those present and voting except as otherwise provided by law, the articles of incorporation and this by-laws.

Section 7. Proxies.— Proxies shall be in writing, dated, signed by the member, notarized, and filed before the scheduled meeting with the Secretary. It shall be valid only for those meeting for which it is intended, unless otherwise provided in the proxy.

Section 8. Annual Statement.— A true and full statement of the affairs of the association shall be submitted at the annual meeting for consideration by the members.

ARTICLE IX

FINANCIAL TRANSACTIONS

Section 1. Contracts.— The Board shall by specific resolution, authorize any officer or officers, or member/s to enter any contract or execute and deliver any instrument in the name or in behalf of the association.

Section 2. Signing of Checks, etc.— All checks, drafts, or other orders for payment of money, and all notes, bonds or other evidence of indebtedness issued in the name of the association shall be signed jointly by the treasurer and the president or other officers authorized by the Board.

Section 3. Deposit.— All funds of the association such as association dues and membership fees shall be deposited from time to time to the credit or account of the association in such bank or banks as the board may designate. cTSHaE

Section 4. Fiscal Year.— The fiscal year of the association shall begin on the 1st day of January and end on the 31st day of December of each year. The treasurer shall cause to be made a full and complete audit of the books, accounts and financial condition of the association. Such audit shall be made available for inspection by the members. For this purpose, the association shall conduct such audit at least three (3) months before the end of the fiscal year, make pertinent recommendations to the Board and render a report to the members at the annual meeting.

ARTICLE X

COMMUNITY MORTGAGE (CMP),GROUP

Section 1. Conditions of Membership.— A member of community mortgage or group land acquisition and development projects, and other self-help and land tenurial programs shall agree to the following provisions:

a. To relocate to other lots or areas and/or vary their house plans and designs when the community or site development, such as roadways, or drainage, and/or water lines to be constructed/installed, shall require such relocation or alterations for the common good of the majority of the members or in compliance with government regulations;

b. The right of the homeowners or community association and the agreement of the members to the substitution of members who default in the payment of at least three (3) monthly rentals/amortization due; and

c. To recognize vested or prior rights of any member whose loan allocation has been fully paid by the assisting private or public financial institution concerned.

Section 2. Dispute Resolution.— Where the community association cannot resolve, through its internal grievance and adjudication committee, the issues relative to but not limited to relocation or lot allocation within the site; allocation of lots areas and/or loan shares; sharing in expenses relating to the acquisition, subdivision, titling of the land/lots, and annotations of mortgages, the members agree to submit to and abide by the decision of any adjudication branch or department created by the private or public financing institution concerned for the purpose.

ARTICLE XI

MISCELLANEOUS PROVISIONS

Section 1. Dissolution or Revocation of Registration.— In the event the association fails to acquire the land subject of the community mortgage program, group land acquisition any development, self-help land acquisition scheme, and other land tenurial program, shall be deemed dissolved and the registration thereof deemed revoked, and not valid for any other purpose.

Section 2. Board Rules and Regulations.— The Board shall have the power to promulgate such rules and regulations consistent with law, the articles of incorporation or this by-laws.

Section 3. Amendments.— This by-laws or any portion or provision hereof may be amended, repealed or otherwise changed, upon initiation of the Board in any manner not contrary to law, the articles of incorporation, contracts, or agreements, at a duly called and held regular meeting or special meeting by a majority vote of the members, provided, however, that notice of such meeting whether regular or special, shall contain a fair statement of the proposed amendments. 

The foregoing By-Laws were adopted and approved by all the Incorporators on ______________ at ____________________.

IN WITNESS WHEREOF, we have hereunto set our hands this __________ day of _________________ at ______________.

(Note: If filed with Articles of Incorporation, should be signed by all Incorporators; if filed after incorporation, should be signed by majority of the members)

 

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For Regular Subdivision Projects —

BY-LAWS

ARTICLE I

DECLARATION OF PURPOSE

The purposes of this association are those set forth in its Articles of Incorporation. Its primary concern is to facilitate the delivery of adequate social services and economic advantages for the association to improve the quality of life and well-being of its members.

ARTICLE II

NAME AND LOCATION

The name of this Association is _______________________________________________________________. Its principal office shall be located at ___________________________.

ARTICLE III

MEMBERSHIP

Section 1. Members.— All homeowners, lot buyers/owners, or long-term lessees and occupants of lots or houses at _________________________________ shall become members of the association; provided however, that long-term lessees and bonafide occupants shall be considered members of the association, in lieu of the owner of the same.

A lease shall be considered a long-term lease if the lease is in _________________________________________________________ writing and for a period of one year or more.

The right of membership, including the right to vote and to be voted for, shall be exercised by the head of the family or authorized representative of each homeowner, lot owner/buyer, or bonafide occupant, of a house or lot.

Section 2. Member in Good Standing.— A member in good standing is one who complies faithfully with all the duties and obligations of a member as determined by the Board of Directors. He shall enjoy the right to participate and vote during elections and in all meetings or deliberations of the members.

Section 3. Rights and privileges of membership.— Every member of this association shall be entitled to participate in any meeting and vote on the following matters:

a. Amendment of the articles of incorporation;

b. Adoption and amendment of by-laws;

c. Sale, lease, exchange, mortgage, pledge or other disposition of all or substantially all of the association's assets;

d. Incurring, creating, or increasing bonded indebtedness;

e. Increases or decreases of association capitalization or dues;

f. Merger or consolidation of the association with another association or other associations;

g. Investment of association funds in another association; and,

h. Dissolution of the association.

i. The use, enjoyment, and to benefit from, or take advantage of all facilities, amenities and services of the association.

Whenever a house or lot, or two or more houses or lots, are jointly owned, leased, or otherwise legally occupied, in order to vote the same and where all the co-owners, co-tenants or lessees, or co-occupants are present and ready to vote, they must agree on the manner of the voting of the property/ies they own jointly, unless there is a written proxy signed by all the co-owners, co-lessees, or co-occupants, authorizing one or some of them or any other person to vote such house/s or lot/s.

When the property are owned, leased, or occupied in an "and/or" capacity by the holders thereof, any of the joint owners, lessees, or occupants can vote said property/ies or appoint a proxy therefor.

The members, director/s or trustee of the association have the right to the inspection and examination of association records at reasonable hours on business days. HIaTCc

Unless otherwise stated in the articles of incorporation or in this by-laws, and in addition to the foregoing rights and privileges, every member in good standing of this association shall have the following rights:

a. To vote at all elections of directors or trustees, either in person or by representative authorized to act by written proxy;

b. To be eligible to any elective or appointive office of the association;

c. To participate and vote on all matters brought before any meeting or deliberation of the members of the association;

Section 4. Duties of Members.— Every member of this association shall have the following duties:

a. To pay his membership fee, association dues, special assessments, and such other fees which may be levied on him by the association;

b. To participate in important activities or social affairs of the association as may be determined by the board directors or trustees;

c. To attend all meetings, assembly, and seminars as may be called by the association, the board of directors trustees or its committees;

d. To obey and comply with this by-laws and such other rules and regulations as may be promulgated by the board of directors or trustees and approved by the majority of the members.

Section 5. Membership Roll.— The association shall keep and maintain under the custody of the secretary a membership roll containing the list of all members and such additional members as may be admitted from time to time, including information and data which may be required by the board of directors or trustees.

Section 6. Expulsion from the Association.— Any member may be expelled from the association on the following grounds:

a. Default in the payment of association dues as specified in Article IV hereof, for a period of thirty (30) days from written demand;

b. Ceasing to be a member in good standing, as determined by the board of directors and trustees, after due notice and hearing;

c. Repeated violation of any of the provisions of the articles of incorporation, this by-laws or existing rules and regulations of the association and exhibiting conduct inimical to the interest of the association as determined by the board of directors or trustees, after due notice and hearing.

ARTICLE IV

FEES AND DUES

Section 1. Membership Fee.— Upon the organization of this association, or the admission of any person as member hereof, every member of the association shall pay a membership fee of ______________________________________ to be paid in a manner determined by the board of directors or trustees

Section 2. Association or Maintenance Dues.— Monthly association and/or maintenance dues of ________________ shall be collected from every member to defray the administrative cost and operational expenses of the association.

Section 3. Contributions.— The association may raise funds for its programs and activities, through contributions, donations and/or other forms.

Section 4. Special Assessments.— The board of directors or trustees, may from time to time, assess and collect from each member reasonable amounts as may be necessary to fund special community projects for the common good and benefit of the association as approved by the majority of the members of the board.

ARTICLE V

BOARD OF DIRECTORS OR TRUSTEES

Section 1. Board of Directors or Trustees and their General Powers.— Unless otherwise provided in the articles of incorporation and this by-laws, the powers of this association shall is exercised, all business conducted and all of its property controlled and held by the board of directors or trustees elected from among the members in good standing of this association.

Section 2. Number of Directors or Trustees and Qualifications.— The board of directors or trustees of this association shall be composed of fifteen (15) elected members. No person shall be elected as director or trustee unless he is a member in good standing of this association.

Section 3. Nomination.— Not less than seven (7) days nor more than fourteen (14) days before the annual meeting at which the directors or trustees are to be elected, any fifteen (15) or more members, may, by written petition, nominate candidates to the Board and post their name in the bulletin of the association.

Section 4. Election and Term of Office.— Directors shall be elected by secret ballot at the annual meeting of the members of the association. The directors or trustees so elected shall hold office for a term of ________ years and until their successors are elected and qualified.

Section 5. Removal of Directors or Trustees by Members.— At any regular or special meeting of the member duly called and held for the purpose, any director or trustee may, on any valid ground by two-thirds (2/3) vote of the members entitled to vote, be removed from office. Any vacancy created by such removal shall be filled by majority vote of the members present at such meeting without compliance with the foregoing provisions with respect to nomination. The director(s) or trustee(s) so elected shall serve the unexpired term(s) of the removed director(s) or trustee(s).

Section 6. Vacancies.— Except as herein above provided, any other vacancies occurring in the Board either by resignation, death or incapacity, shall be filled by a majority vote of the members entitled to vote at a special meeting duly called and held for the purpose without compliance with the foregoing provisions with respect to nomination. The director(s) or trustee(s) so elected shall serve the unexpired term(s) of the resigning, incapacitated or deceased director(s) or trustee(s).

Section 7. Regular Meeting of the Board.— The first regular meeting of the Board shall without notice be held immediately after the annual meeting of the members. Thereafter, the regular meeting of the Board shall also be held on the ___________________ at the principal office of the association and no notice thereof shall be required. 

Section 8. Special Meeting of the Board.— Special meeting of the board may be called by the president or majority of the members of the board and it shall thereupon be the duty of the secretary to cause the notice of such meeting to be sent to each director at least (2) days before the meeting.

Section 9. Quorum.— A majority of the directors or trustees shall constitute a quorum at any meeting of the Board.

Section 10. Compensation.— The directors or trustees may be entitled to per diem for actual attendance to the meeting in such amount as may be determined by majority of the members of the association.

Section 11. Minutes.— Minutes of all meetings of the board of directors or trustees shall be kept and carefully preserved as a record of the matters and business transacted at such meetings. The minutes shall contain such entries as may be required by law.

ARTICLE VI

OFFICERS

Section 1. Officers.— The officers of the association shall be the President, Vice-President, Secretary, Treasurer, Auditor and such other officers as may from time to time be determined by the Board. Long-term lessees and tenants are not qualified to be elected or appointed as president, vice-president, and treasurer of the association. TEcHCA

Section 2. Election and Terms of Office.— The officers mentioned in Section 1 hereof shall be elected at the annual meeting of the Board held immediately after the annual meeting of members and shall hold office for a term of _________ and until their successors shall have been elected and qualified. If the election of officers cannot be held at such meeting, the election shall be held during the next regular meeting.

Section 3. Compensation.— The officers of the association who are not members of the Board may receive such honoraria as may be determined by the board of directors or trustees.

Section 4. Removal of Officers.— Any officer of the association may be removed by a majority vote of the members of the Board constituting a quorum whenever in its judgment the best interest of the association will be served thereby.

Section 5. President.— The President shall be elected by the board of directors or trustees from their own number. He shall exercise such powers and perform such duties incident to his office and such other duties as may from time to time be delegated to him by the Board. Among others, the president shall:

a. Preside at all meetings of the members and of the board of directors or trustees;

b. Exercise general supervision over all the other officers of the association;

c. Represent the association in all activities to which it is a party or participant;

d. Preside, in consultation with the appropriate officers and committees, a yearly program of activities and submit an annual report of the operations of the association to the members at the annual meeting, and to the board of directors or trustees such statements, report, memoranda and accounts as may be requested by the latter;

e. Organize and supervise work groups among the members of the association;

f. Post a fidelity bond sufficient to answer for the association's cash assets and its equivalent at the time of his/her assumption of office, provided, that the posting of the said bond shall be for the personal account of the officer concerned;

g. Exercise the power to create additional committees as may be necessary.

Section 6. Vice-President.— The Vice-President shall be elected by the board of directors or trustees from their own number. He shall be vested with the all the powers and authorities of, and required to perform all of the duties of the President during the absence or incapacity of the latter for any cause, and he shall also perform such other duties as the board of directors or trustees may from time to time assign to him.

Section 7. Treasurer.— The Treasurer shall be elected by the board of directors or trustees, and he/she may or may not be a director or trustee of the association. He/she shall hold office at the pleasure of the board, and shall perform the following duties:

a. Have custody of, and be responsible for, all the funds, securities, and bonds of the association, and keep a complete and accurate record of receipts and disbursements and other commercial transactions in the corresponding books of accounts of the association, and see to it that all disbursements and expenditures are evidenced by appropriate vouchers;

b. Disburse the funds of the association, for specific purpose/s authorized by a resolution of the board of directors or trustees;

c. Receive and give receipts for all moneys paid to the association from any source whatsoever and take charge and have custody of petty cash funds as may be fixed by the board; SAcCIH

d. Be responsible for keeping the financial records of the association and the liquidation of any and all accounts, liabilities and obligations owing on dues from the association;

e. Shall monitor all delinquencies and send notices on overdue association's dues and/or demand letters;

f. Post a fidelity bond sufficient to answer for the association's cash assets and its equivalent at the time of his/her assumption of office provided, that the posting of the bond shall be for the personal account of the officer;

g. In general, perform all the duties incident to the office of the treasurer and such other duties as may from time to time be assigned to him by the board of directors or trustees.

The treasurer may delegate the routine duties of his office to one or more employees of the association with the approval of the president.

Section 8. Secretary.— The Secretary shall be elected by the board of directors or trustees, and he/she may not be a director or trustee of the association. He/she shall hold office at the pleasure of the board, and shall perform the following duties:

a. Keep full minutes of all meetings of the members of the board and of the members, in one or more books provided for this purpose;

b. Deliver or submit all notices in accordance with this by-laws or as required by law or rules of the HLURB;

c. Keep all corporate records and the seal of the association which shall be affixed to such instruments as may be required by the HLURB and thereupon be attested by his signature or that of the treasurer.

d. Keep a register or membership roll of the names and post office addresses of all members;

e. Provide each member a copy of the by-laws and all amendments thereto;

f. In general, perform all duties incident to the office of the secretary and such other duties as may from time to time be assigned by the board.

Section 9. Auditor.— The Auditor shall be appointed by the board of directors or trustees, and he/she may not be a director or trustee of the association. He/she shall hold office at the pleasure of the board, and shall perform the following duties:

a. Serve as the chairperson of the audit and inventory committee of the association;

b. Examine and audit all financial transactions of the association including all the books, ledgers, journals and other supporting records pertaining thereto; and

c. Perform all duties incident to the office of the auditor and such other duties as may from time to time be assigned by the Board.

ARTICLE VII

ASSOCIATION COMMITTEES

Section 1. Committees.— The association, by a vote of the majority of the members thereof, shall organize and create the following committees:

a. Grievance and Adjudication Committee.The members of the grievance and adjudication committee, who should have experience in counseling shall be elected by the members in the annual meeting of members. The committee shall accept and investigate complaints filed by a member against any other member or officer, and shall settle or arbitrate any dispute within its power in the community. In the event that the grievance is not settled by the committee, its decision may be appealed to the board of directors or trustees.

 Any controversy or dispute shall first be brought before the Board of directors or trustees prior to elevating the same to HLURB. The board of directors or trustees shall issue a certification as to the non-settlement of a dispute before HLURB shall take cognizance of the dispute or controversy.

b. Audit and Inventory Committee.The audit and inventory committee shall be responsible for auditing the accounts of the association. It shall conduct such audit at least semi-annually and submit its reports thereon to the board of directors or trustees.

c. Committee on Election.The committee on election shall be composed of three (3) members, to be elected by the members in the annual meeting who shall serve for a term of one year until their successors have been elected and duly qualified.

 The Committee shall supervise all election activities of the association.

d. Development and Services Committee.The development and services committee shall take charge of planning, coordination and actually operating the facilities and services of the association. It shall be organized into groups or councils which shall form as backbone of the community service delivery system. Initially, these groups or council may be the following: Health and Nutrition and Mobility Groups. Additional groups or council shall be formed as the need arises.

e. Membership and Education Committee.The membership and education committee shall take charge of the development of human resources in the community. It shall conduct information, educational and motivational campaigns and shall prepare and implement training activities designed to make the residents productive members of the association.

f. Financial Management Committee.Subject to the approval of the Board of Directors, the financial management committee, shall prepare the budget of the association and plan, adopt and implement canvassing, procurement, and disbursement guidelines for projects that will or may require the use of the association funds. The committee shall also serve as a coordinating body for all financial matters involving external institutions and shall evolve a savings campaign and other fund raising activities.

g. Livelihood Committee.The livelihood committee shall plan and coordinate all economic programs designed to supplement the income of the members. As such, it shall closely coordinate with the financial management committee in the preparations of feasibility studies and other proposals.

h. Maintenance Committee.The maintenance committee shall take charge of the upkeep and repair of community facilities and services. It shall form and organize the beautification/ecology team or group to maintain cleanliness and beauty in the community.

i. Peace and Order Committee.The peace and order committee shall take charge of maintaining peace and order in the community. It shall form and organize the members into tanod brigades to safeguard the security of the area and emergency/disaster brigade to meet any natural or man-made calamity.

j. Social and cultural affairs committee.It shall be tasked with planning, organizing and implementing social activities that will help improve inter-personal relations among the members. It shall also develop programs and activities to deepen cultural awareness among the members. Finally, it shall form and organize Sports and Recreation Brigade. cDAITS

Section 2. Special Committees.— Other special committees, council, or groups may be created by the board of directors or trustees as the need arises.

ARTICLE VIII

MEETING OF MEMBERS

Section 1. Place of Meeting.— The meeting of members shall be held at the principal office of the association.

Section 2. Annual Meeting.— The annual meeting of the members shall be held on ____________________ of each year, at which meetings the members shall elect the directors and transact such other business as may properly be brought during the meeting.

Section 3. Special General meeting.— At any time during the interval between annual meeting, special meeting of the members may be called by the president or by a majority of the board, provided, however, that ten (10) per centum or more of the members in good standing may in writing, petition the board or directors or trustees to call a special meeting of the members.

Section 4. Notice of Members Meeting.— A written notice stating the date, place and hour of the meeting and, in case of special or an annual meeting, at which business requiring special notice is to be transacted, shall be personally delivered to each member not less than five (5) days before the date of the meeting.

Section 5. Quorum.— Majority of the members in good standing present in person or by proxy shall constitute a quorum at any meeting of the members for the transaction of business.

Section 6. Voting.— Each household shall be entitled to only one vote. Voting by proxy shall be allowed. All questions shall be decided by a vote of majority of those present and voting except as otherwise provided by law, the articles of incorporation and this by-laws.

Section 7. Proxies.— Proxies shall be in writing, dated, signed by the member, notarized, and filed before the scheduled meeting with the Secretary. It shall be valid only for those meeting for which it is intended, unless otherwise provided in the proxy.

Section 8. Annual Statement.— A true and full statement of the affairs of the association shall be submitted at the annual meeting for consideration by the members.

Section 9. Minutes.— Minutes of all meetings of the members shall be kept and carefully preserved as a record of the matters and business transacted at such meetings. The minutes shall contain such entries as may be required by law.

ARTICLE IX

FINANCIAL TRANSACTIONS

Section 1. Contracts.— The Board shall by specific resolution, authorize any officer or officers, or member/s to enter any contract or execute and deliver any instrument in the name or in behalf of the association.

Section 2. Signing of Checks, etc.— All checks, drafts, or other orders for payment of money, and all notes, bonds or other evidence of indebtedness issued in the name of the association shall be signed jointly by the treasurer and the president or other officers authorized by the Board.

Section 3. Deposit.— All funds of the association such as association dues and membership fees shall be deposited from time to time to the credit or account of the association in such bank or banks as the board may designate.

Section 4. Calendar Year.— The fiscal year of the association shall begin on the 1st day of January and end on the 31st day of December of each year. The treasurer shall cause to be made a full and complete audit of the books, accounts and financial condition of the association. Such audit shall be made available for inspection by the members. For this purpose, the association shall conduct such audit at least three (3) months before the end of the fiscal year, make pertinent recommendations to the Board and render a report to the members at the annual meeting.

ARTICLE X

MISCELLANEOUS PROVISIONS

Section 1. Board Rules and Regulations.— The Board shall have the power to promulgate such rules and regulations consistent with law, the articles of incorporation or this by-laws.

Section 3. Amendments.— These by-laws or any portion or provision hereof may be amended, repealed or otherwise changed, upon initiation of the Board in any manner not contrary to law, the articles of incorporation, contracts, or agreements, at a duly called and held regular meeting or special meeting, by the affirmative vote of a majority of the members, provided, however, that notice of such meeting whether regular or special, shall contain a fair statement of the proposed amendments.

The foregoing by-laws were adopted and approved by all the incorporators on ___________________________ at ___________________________

IN WITNESS WHEREOF, we have hereunto set our hands this ________ day of _______________ at ____________________.

_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________
_____________________	________________________________

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES }                                          } S.S.

 

BEFORE ME, a Notary Public, for and in __________, Metro Manila, Philippines, personally appeared:

 

 

known to me and to me known to be the same persons who executed the foregoing instrument and acknowledged to me that the same is their free and voluntary act and deed as well as the free and voluntary act and deed of the association they represent.

This instrument consisting of _______ pages including this page whereon the acknowledgment clause is written, signed by the authorized signatories together with their instrumental witnesses on each and every page hereof sealed with my notarial seal, refers to the By-laws of the ABC Village Homeowners Association, Inc.

WITNESS MY HAND AND SEAL on the day, year and place first above-written.

 

NOTARY PUBLIC

 

Doc. No. ______;

 

CERTIFICATE OF ADOPTION OF BY-LAWS

 

The undersigned, constituting the full membership of the Board of Directors or Trustees, and the Secretary of the ABC Village Homeowners Association, Inc.,hereby certify that the document which is hereto attached and made an integral part hereof entitled "By-Laws of the ABC Village Homeowners Association, Inc." is a true and correct copy of the by-laws adopted, as amended by the association upon the affirmative vote of a majority/two-thirds (2/3) of the members of the said association. ETHaDC

IN WITNESS WHEREOF, we have hereunto signed, and the Secretary has countersigned, this certification on this ________ day of _________ 2004 at _________________, Philippines.

 

____________________

 

SUBSCRIBED AND SWORN to before me this _____ day of __________, 20 ___, at _________________________, affiant exhibiting to me his/her CTC No. ___________ issued on ______________ at _________________, Philippines.

 

NOTARY PUBLIC

 

Doc. No. _______;

 

ABC VILLAGE HOMEOWNERS ASSOCIATION, INC.

ASSETS

Cash
	Cash on Hand	XXX
	Cash In Bank	XXX	XXX
Certificates of Deposit	XXX
Accounts Receivable
	Association Dues	XXX
	Assessment Fees	XXX
	Other Receivable	XXX	XXX
Supplies	XXX
Prepaid Expenses	XXX
Prepaid Insurance	XXX
Prepaid Income Taxes	XXX
Utility Deposits	XXX
Property Plant and Equipment:
	Fixed Property	XXX
	Equipment	XXX	XXX
Total Assets	XXX

 

LIABILITIES AND MEMBERS' EQUITY

 

Accounts Payable	XXX
Prepaid Assessments	XXX
Deferred Special Projects	XXX
Deferred Social Projects	XXX
Income Taxes Payable	XXX
Loans		XXX
Total Liabilities		XXX
Members' Equity
	Beginning Balance	XXX
	+) Income/Loss	XXX
	Total		XXX
Total Liabilities & Members' Equity		XXX
Submitted and Prepared By:	Attested and Verified By:
TREASURER	AUDITOR

 

ABC VILLAGE HOMEOWNERS ASSOCIATION, INC.

 

INCOME STATEMENT

 

INCOME:
	Association Dues	XXX
	Assessment Fees	XXX
	Membership Fees	XXX
	Proceeds from Sale of Right		XXX
	Donations:
		Pledges	XXX
		Others	XXX	XXX
	Proceeds from Fund Raising		XXX
	Interest Income		XXX
	Rental Income		XXX
	Fines and Penalties		XXX
	Miscellaneous Income		XXX
		TOTAL		XXX
EXPENSES:
	Operating Expenses:
		Depreciation	XXX
		Utilities	XXX
		Repairs & Maintenance	XXX
		Security Services	XXX
		Janitorial Services	XXX
		TOTAL	XXX
	Administrative Expenses:
		Salaries and Wages	XXX
		Professional Fees	XXX
		Insurance	XXX
		Income Tax	XXX
		Loan	XXX
		Interest on Loan	XXX
		TOTAL	XXX	XXX
INCOME/LOSS	XXX
Submitted and Prepared By:	Attested and Verified By:
	TREASURER	AUDITOR

 

ABC VILLAGE HOMEOWNERS ASSOCIATION, INC.

 

CASH FLOW STATEMENT

 

Collections:
	Association Dues		XXX
	Assessment Fees		XXX
	Membership Fees		XXX
	Proceeds from Sale of Right	XXX
	Donations
		Pledges	XXX
		Others	XXX	XXX
	Fund Raising		XXX
	Interest Income		XXX
	Rental Income		XXX
	Fines and Penalties		XXX
	Miscellaneous Income		XXX
		TOTAL		XXX
Disbursements:
	Utilities		XXX
	Repairs & Maintenance		XXX
	Security Services		XXX
	Janitorial Services		XXX
	Salaries and Wages		XXX
	Professional Fees		XXX
	Insurance		XXX
	Income Tax		XXX
	Loan			XXX
	Interest on Loans		XXX
		TOTAL		XXX
Net Cash Available		XXX
Submitted and Prepared By:	Attested and Verified By:
	TREASURER	AUDITOR

 

NOTES TO FINANCIAL STATEMENTS

 

NOTE A: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1. Organization —

ABC Village HOA, Inc. is a non-profit association organized pursuant to the provisions of the HLURB Rules on Registration and Supervision of HOAs, in relation with E.O. No. 535 and R.A. No. 8763. The association was formed in _______, to administer the operations and management and to maintain and preserve the common property of the ABC Village in ________, Philippines, which consists of 653 residential units and 98 commercial units.

2. Fund Accounting —

The association uses fund (or other accepted accounting methods) accounting, which requires that funds, such as the operating fund and the fund designated for future major repairs and replacements, be classified separately for accounting and reporting purposes. Disbursements from the operating fund are generally at the discretion of the Board of Directors and the property manager. Disbursements from the reserve for replacements fund may be made only for their designated purposes.

3. Interest Earned —

The Board of Directors' policy is to allocate to the operating fund and replacement fund interest earned on their cash accounts. The interest is allocated between components proportionally on current year assessments.

4. Maintenance Assessments —

Association members are subject to quarterly assessments to provide funds for the association's operating expenses, future capital acquisitions, and major repairs and replacements. Assessments receivable at the balance sheet date represent fees due from unit owners. The association's policy is to retain legal counsel and place liens on the properties of homeowners whose assessments are delinquent. Any excess assessments at year end are retained by the Association for use in the succeeding year.

5. Prepaid Assessments —

Revenue is derived primarily by assessments of members for maintenance. Assessments paid by members in advance of the period to which they apply are included as prepaid assessments in the accompanying balance sheet.

6. Income Taxes —

The association files its income tax return as a homeowners' association in accordance with Internal Revenue Code Section ________ at the end of each calendar year. Under that section, the Association is not taxed on uniform assessments to members and other income received from association members solely as a function of their membership in the Association. The Association is taxed at the rate of 30% on its nonexempt function income, which includes interest income and revenue received from non-members.

7. Use of Estimates in the Preparation of Financial Statements —

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

8. Cash and Cash Equivalent —

For purposes of the year end balance sheet and cash flows, the Association considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents.

9. Concentration of Credit Risk —

Financial instruments which potentially subject the Association to concentrations of credit risk are primarily cash and maintenance assessments receivable. The Association invests its excess cash in both deposits and high quality short-term liquid money market instruments with major financial institutions and the carrying value approximates market value. The Association has not experienced losses related to these investments. The Association believes it is not exposed to any significant credit risk on cash and maintenance assessments receivable.

10. Fair Value of Financial Instruments —

The carrying amounts of cash, receivables, and payables approximate their fair values due to their short-term maturities. CDHAcI

 

Housing and Land Use Regulatory Board

LEGAL FEES

 

(2004 Revised Schedule of Fees as per HLURB Resolution No. R-760 approved 18 February 2004)

 

A.	Filing Fee	1,000.00
B.	Additional Fee for claims
	(for refund, damages, attorney's fees, etc.)
	1.	Not more than P20,000	120.00
	2.	More than P20,000 but less than P80,000	400.00
	3.	P80,000 or more but less than P100,000	600.00
	4.	P100,000 or more but less than P150,000	1,000.00
	5.	For each P1,000 in excess of P150,000	5.00
C.	Petition for Review	2,000.00
D.	Pauper-litigants are exempt from payment of legal fees:
	1.	Those whose gross income is not more than 6,000 per month and residing within Metro Manila
	2.	Those whose gross income is not more than 4,000 per month and residing outside Metro Manila
	3.	Those who do not own real property.
E.	Government agencies and its instrumentalities are exempted from paying legal fees.
F.	Local government & government owned or controlled corporation with or without independent charters
G.	Homeowners Association
	1.	Registration of HOA Examination/Registration
		•	Articles of Incorporation	650.00
		•	By-Laws	650.00
		•	Books	200.00
	2.	Amendments
		•	Articles of Incorporation	500.00
		•	By Laws	500.00
	3.	Dissolution of Homeowners Association	500.00
	4.	Certification of the new set of officers	350.00
	5.	Other Certifications	150.00
		•	Inspection Fee (CMP Projects)	500.00/ha.
H.	UPLC Legal Research Fee:
	Computation of Legal Research Fee for the University of the Philippines Law Center (UPLR) remains atno case be lower than P10.00.

2004 Schedule of Fines and Guidelines for its Imposition as per

For violation of homeowner association (HOA) laws, rules and regulations.

			REGULAR/CMP
			Minimum	Medium	Maximum
1.	Non-Registration (Sec. 30, P.D. 957)	500-1000	1001-3000	3001-5000
2.	Failure to register amendment(s) to	- do -	- do -	- do -
	articles of incorporation and by-laws
3.	Non-submission of annual reportorial
	requirements
	a.	Corporate financial records	- do -	- do -	- do -
	b.	Updated list of members/	- do -	- do -	- do -
		information sheet
	c.	Set of officers	- do -	- do -	- do -
	d.	Board resolution/minutes of the	- do -	- do -	- do -
		meeting
4.	Failure to hold regular election in	- do -	- do -	- do -
	accordance with by-laws
5.	Commission or omission of an act	- do -	- do -	- do -
	amounting to surrender of corporate
	rights, privileges or franchise
6.	Fraud or misrepresentation in	1000-3000	3001-6000	6001-10000
	procurement of registration
7.	Continuous inoperation or inactivity for	500-1000	1001-3000	3001-5000
	a period of at least 5 years
8.	Non-compliance or defiance of any	- do -	- do -	- do -
	lawful order of HLURB
9.	Misuse of a right, privilege or franchise	- do -	- do -	- do -
	conferred upon it by law or exercise of
	a right privilege or fraud contrary to
	law
10.	Serious misrepresentation of the	1000-3000	3001-6000	6001-10000
	association's legal capacity

 

Published in Philippine Daily Inquirer on January 9, 2005