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TRUTH VERIFICATION

Date: 31 March 2017

For: MR. ANDRES SAMSON

From: Fritzielyn Palmiery & Paul Mercado

Re: LIMCOMA

We write in reply to your request for an opinion regarding your claim against
LIMCOMA Multi-purpose Cooperative.

A. Facts:

LIMCOMA or the Lipa City Multi-purpose Cooperative Marketing


Association, Inc., was first registered in the Securities and Exchange
Commission on 6 July 1970 with 77 original incorporators.

Thereafter, on 13 April 1977, LIMCOMA was registered at the


Cooperative Development Authority (CDA) initially as LIMCOMA
Marketing Cooperative and on 20 April 1992, it was officially registered as
Limcoma Multi-Purpose Cooperative.

On 03 March 2017, our office requested for copies of records about


LIMCOMA in CDA. Based on these records, we found out that you were
indeed, included in the seventy-seven cooperators as per Article V of the
Articles of Cooperation (AOC).

Said AOC was adopted by LIMCOMA on 23 July 2013, as evidence by the


Certificate of Registration issued by the CDA of the amended Articles of
Cooperation and By-Laws of LIMCOMA Multi-Purpose Cooperative.

Hence, for us to properly determine the course/s of action to take, we


deem it necessary to include the following salient provisions found in
LIMCOMA Amended By Laws, to wit:

Section 08. Withdrawal A member may, for any reason,


withdraw membership from the Cooperative by giving a
sixty (60) days notice to the Board of Directors. Provided,
however that any member whose membership withdrawal is
approved by the Board and has any pending obligation with
the Cooperative over and above his/her share capital and
deposits shall not be allowed for refunds or transfer of
his/her share capital including withdrawal of deposits and
interests thereof unless he/she settles first such obligation.

Section 09: Involuntary Termination A member may be


terminated by a vote of the majority of all the members of
the Board of Directors for any of the following causes:
a. When a member has not patronized any of the products or
services of the Cooperative for an unreasonable period of
time as may be fixed by the Board of Directors;
b. When a member has continuously failed to comply with his
obligations;
c. When a member has acted in violation of the By-Laws and
the rules of the Cooperative, and
d. For any act or omission injurious or prejudicial to the
interest or the welfare of the cooperative.

A member whose membership the Board of Directors may


wish to terminate shall be informed of such intended action
in writing and shall be given the opportunity to be heard
before the said Board makes its decision. The decision of the
Board shall be in writing and shall be communicated in
person or by registered mail to the members last known
address and shall be appealable, within thirty (30) days after
the decision is promulgated to the General Assembly whose
decision therein, whether in a general or special session,
shall be final. Pending decision by the General Assembly,
the membership remains in force.

Section 11. Refund of Share Capital Contribution


Notwithstanding the provision of Article II Section 09, a
member whose membership is terminated shall be entitled
to a refund of his/her share capital contribution and all
other interests in the cooperative less outstanding loan
obligations and other financial accountabilities. However,
such refund shall not be made if upon payment, the value of
assets of the cooperative would be less than the aggregate
amount of its debts and liabilities exclusive of his/her share
capital contribution. In which case, the terminated member
shall continue to the interest of his/her share capital
contributions, patronage refund and the use of the services
of the cooperative until such time that all his/her interests in
the cooperative shall have been duly paid. Upon the
acceptance of his/her withdrawal or approval of his/her
termination, however, he/she losses his/her right to attend,
participate and vote in any meeting of the Board of Directors
or the General Assembly.

As of the moment, you own around 2,086 accumulated common shares


which you bought from 1976 to 1979. These common shares are all backed by
original stock certificates issued by Limcoma.

Aside from the foregoing, we also found out that LIMCOMA has invested
in several companies, namely: Limcoma Batangas Prime, Limcoma
Holdings, Limcoma Farm and Limcoma Marketing, Inc.

B. Issue: Plan of action/s against LIMCOMA?

C. Answer:
1. Formally follow-up the status of the case previously filed against
LIMCOMA in the Cooperative Development Authority (CDA).
Reason: We have to formally request for the status of this case in order to
avoid forum shopping and also, to prove that we have exhausted all
administrative remedies should we decide to file an action before the
courts of law.

2. Send demand letter to LIMCOMA.


Reason: Once we already have the status of the case pending with the
CDA, we will now send a demand letter to LIMCOMA, through the
Mediation and Conciliation Committee, regarding your claim against
them. We may also set a meeting with them to formally ask the accounting
books, stock and transfer book and others documents that would help us
in determining the financial status of LIMCOMA.

3. Verify tax compliance of LIMCOMA.


Should LIMCOMA refused to settle the case amicably, we will look for
LIMCOMAs violation of any law, rule or regulation issued by the Bureau
of Internal Revenue.
Thank you.

Sincerely,

FRITZIELYN PALMIERY

PAUL MERCADO

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