My fellow youth in our village and I intend to establish a cooperative. What are the steps we need to take for starting a cooperative?
DAFTAR ISI
INTISARI JAWABAN
Steps to start a cooperative begins with an establishment meeting to discuss the main points of the draft articles of association of the cooperative. Then, it is followed by submitting the name of the cooperative to the Director General of Legal Administrative Affairs.
Once the name is approved, the deed of establishment of the cooperative is drawn up and signed. To be able to carry out its activities, the cooperative must also have a business license.
Please read the review below for a further explanation.
This article is the update of the article with the same title written by Saufa Ata Taqiyya, S.H., and was published on Wednesday, 12 August 2020.
All legal information available on Klinik hukumonline.com has been prepared for educational purposes only and is general in nature (read the complete Disclaimer). In order to obtain legal advice specific to your case, please consult with Justika Partner Consultant.
The Definition of a Cooperative
Before answering your question on how to start a cooperative in Indonesia, we should first understand what a cooperative is. According to Ibnu Soedjono, a cooperative is an autonomous association of people who unite voluntarily to fulfill common economic, social, and cultural needs and aspirations through enterprises that they jointly own and democratically control.[1]
This definition is in line with Article 1 number 1 of Law 25/1992 which explains that a cooperative is a business entity consisting of individuals or cooperative legal entities by conducting its activities on cooperative principles as well as a people's economic movement based on family principles.
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Furthermore, in Indonesia there are 2 (two) types of cooperatives based on their membership, the first is a cooperative established by and consisting of individuals called a primary cooperative.[2] Primary cooperatives are formed by at least 9 (nine) people.[3] Meanwhile, secondary cooperatives are cooperatives established by and consisting of at least 3 (three) cooperatives.[4]
Procedure of the Establishment of Cooperative
Since you did not mention the type of cooperative activity in question, we will explain the procedure for establishing a cooperative in general.
The establishment of a cooperative in Indonesia begins by holding an establishment meeting attended by the founders, which in conjunction with the meeting can be conducted counseling on cooperatives by the Ministry of Cooperatives and SMEs and/or provincial and district/city offices in accordance with the membership area.[5] For information, what is meant by the founders are persons or several cooperatives that meet the membership requirements and declare themselves to be members, and are present at the cooperative establishment meeting.[6]
The cooperative establishment meeting is chaired by the chairperson of the meeting and the secretary appointed by the founders to discuss the material points of the draft articles of association which include:[7]
the name of the cooperative;
the names of the founders;
the permanent address or domicile of the cooperative;
type of cooperative;
period of establishment;
purpose and objectives;
membership of the cooperative;
the cooperative's organizational apparatus;
cooperative capital;
the amount of principal and mandatory savings deposits;
field and business activities of the cooperative;
management;
distribution of the remaining results of operations;
amendment of the articles of association;
provisions regarding dissolution and settlement, as well as the elimination of legal entity status;
sanctions; and
special regulations.
The results of the meeting are then made in the minutes of the meeting and/or the minutes of the meeting to be included in the draft articles of association.[8] The cooperative establishment meeting can also be attended by a notary to record the agreement on the main points of discussion in the establishment meeting to be formulated in the deed of establishment.[9]
The Request for the Name of the Cooperative
Furthermore, the name of the cooperative that has been agreed upon by the founders must be submitted by the applicant to the Minister of Law and Human Rights ("Minister") through the Director General of Legal Administrative Affairs ("Director General").[10]
The format for submitting the name of the cooperative, must at least contain the name requested and the type of cooperative.[11] The types of cooperatives consist of producers, consumers, marketing, services, and savings and loans.[12]
Then, the requested cooperative’s name must meet the following requirements:[13]
consists of at least 3 (three) words after the phrases: cooperative and type of cooperative;
written in Latin letters;
has not been legally used by another cooperative;
not contrary to public order and/or decency;
not the same as or similar to the name of a state institution, government institution, or international institution, unless authorized by the institution concerned; and
does not consist of numbers or series of numbers, letters, or series of letters that do not form a word.
In addition, if the cooperative that you will establish will carry out the loading and unloading labor business at the port, then the name of the cooperative must contain the phrase "TKBM" before the mention of the cooperative's name.[14]
Approval and rejection of the cooperative’s name will be given by the Minister electronically.[15] If the cooperative’s name is approved, the use of the name is valid for a maximum of 30 (thirty) days from the approval of the use of the name given.[16]
Application for Authorization of Cooperative Establishment Deed
At the next stage, the applicant must submit an application for the authorization of the cooperative establishment deed to the Minister through the Director General.[17] The application is submitted through the Legal Entity Administration System, which is stated in a notarial deed and in Bahasa Indonesia.[18]
Moreover, filling out the format of the authorization of the cooperative establishment deed must also be completed with supporting documents submitted electronically.[19] The supporting documents are electronic statements from the applicant about the documents for the establishment of the cooperative that have been completed and will then be stored by the notary.[20]
Then, the contents of the supporting documents include, among others:[21]
minutes of the deed of establishment of the cooperative, along with supporting files of the deed;
minutes of the cooperative establishment meeting, including the granting of power of attorney to apply for authorization;
proof of capital deposit, at least as much as the principal savings and can be added to mandatory savings and grants; and
cooperative work plan.
It is important to note that the application for authorization of the cooperative establishment deed must be submitted within a maximum period of 60 (sixty) days from the date the deed of establishment has been signed.[22] If this time limit is exceeded, the application cannot be submitted.[23]
When the application is received, the Minister issues a Ministerial Decree regarding the authorization of the cooperative establishment deed, which will be delivered to the applicant electronically.[24] The authorization of the Cooperative in the State Gazette of the Republic of Indonesia will be held by the Minister of Cooperatives and SMEs.[25] Then, the notary can directly print the Ministerial Decree regarding the authorization of the cooperative establishment deed using white paper of F4/Folio size with a weight of 80 (eighty) grams.[26]
After the establishment of a cooperative is authorized through a Ministerial Decree, in conducting its business, the cooperative must apply for a business license through the Online Single Submission ("OSS") system as regulated in Article 167 section (1) jo. Article 170 section (6) letter 3 of Government Regulation 5/2021.
Mudemar A. Rasyidi. Mengembalikan Koperasi Kepada Jati Dirinya Berdasarkan Ketentuan-Ketentuan dan Peraturan-Peraturan yang Berlaku di Indonesia. Jurnal Ilmiah M-Progress, Vol. 8, No. 1, 2018;
AHU Online User Guide, accessed on 16 June 2023, at 14.20 West Indonesian Time (zone).
[1] Mudemar A. Rasyidi. Mengembalikan Koperasi Kepada Jati Dirinya Berdasarkan Ketentuan-Ketentuan dan Peraturan-Peraturan yang Berlaku di Indonesia. Jurnal Ilmiah M-Progress, Vol. 8, No. 1, 2018, p. 150.
