Templates and Forms

When to use it

At the founding assembly, the day the promoter group ceases to be a group and becomes a cooperative. This is the document the Chamber of Commerce requires to register the entity and the one that creates its legal status.

What it must contain

• Place, date and time of the assembly, and verification of quorum.
• Full name, ID number and domicile of each founding member. Ley 79 de 1988 sets a minimum number of members for cooperatives; verify before convening.
• Express intent to incorporate the cooperative and to adopt the bylaws, which are approved in the same session and attached.
• Initial capital contributions subscribed and paid by each founder.
• Election of board of directors, supervisory committee and statutory auditor, with each electee's express acceptance.
• Signatures of the assembly's chairperson and secretary.

Where things typically go wrong

Incorporating without having approved the bylaws in the same minutes forces the assembly to be repeated. And minutes are frequently returned because they fail to record the express acceptance of positions: electing someone is not enough, there must be a record that they accepted.

When to use it

Approved at the founding assembly and amended only by assembly vote. They are the cooperative's internal constitution: when there is a dispute about who decides what, it is resolved here.

What it must contain

• Legal name, domicile, territorial scope and duration.
• Corporate purpose: for an energy cooperative it must explicitly enable generation, self-generation and — if applicable — surplus trading under Decreto 2236 de 2023 and CREG 101 072. A corporate purpose drafted for a savings cooperative does not work.
• Member regime: admission, withdrawal, expulsion, rights and duties.
• Economic regime: capital contributions, reserves, mandatory funds and surplus distribution.
• Governing bodies: general assembly, board of directors, supervisory committee, management and statutory audit, with their powers and quorum requirements.
• Dispute resolution regime and grounds for dissolution and liquidation.

Where things typically go wrong

Copying another cooperative's bylaws without adjusting the corporate purpose to the energy activity. This is the most expensive mistake on this list: it blocks grid connection and incentive eligibility, and correcting it requires a new assembly and a bylaws amendment.

When to use it

Immediately after the founding assembly. This is the sequence of filings that turns the minutes into an entity able to contract, invoice and open a bank account.

What it must contain

• Signed articles of incorporation and bylaws.
• RUES (Unified Business and Social Registry) form and registration at the Chamber of Commerce of the domicile.
• RUT (tax registry) enrollment with DIAN (tax authority) and NIT (tax ID) assignment.
• Letters of acceptance for board, supervisory committee and statutory auditor positions.
• Certificate of existence and legal representation, once issued, to open the bank account.

Where things typically go wrong

Trying to open the bank account before having the NIT, or filing at a Chamber of Commerce in a municipality different from the domicile stated in the bylaws.

When to use it

After obtaining legal status. Cooperatives are subject to oversight by Supersolidaria (the Superintendency for the Solidarity Economy), and the initial report opens the entity's file.

What it must contain

• Cooperative and legal representative identification data.
• Certificate of existence and legal representation.
• Current bylaws and composition of the administration and oversight bodies.
• Number of members and amount of capital contributions as of the report date.

Where things typically go wrong

Treating it as a one-time filing. The reporting obligation is periodic, and small cooperatives often discover this when they have already accumulated delays.

When to use it

When structuring the project, before talking to any financier. The Solar Simulator on this site produces the quick version of the same calculation and is useful for preparing the inputs.

What it must contain

• Annual generation: capacity (kWp) x irradiance x 365 x performance ratio.
• Annual savings = generation x avoided tariff, with annual panel degradation.
• Gross CAPEX, FENOGE co-financing and net investment.
• Ley 1715 (renewable energy incentives law) incentives applied to the net investment: income tax deduction and VAT exclusion. Applying them to gross CAPEX credits the project for taxes on money that FENOGE contributed, inflating the return.
• O&M annual on gross CAPEX: the entire plant is maintained, regardless of who paid for it.
• 25-year cash flow and IRR.

Where things typically go wrong

Omitting O&M entirely — this produces paybacks of less than one year that no credit committee accepts. And presenting as an IRR a non-discounted average of total cash flow: it is not an IRR and is not comparable with anything.

When to use it

As an annex to the financial model and any co-financing or credit application. This is the breakdown that backs the single investment figure.

What it must contain

• CAPEX: modules, inverters, mounting structure, civil works, wiring and protections, bidirectional meter, engineering and design, RETIE (electrical safety code) certification, transport and installation.
• OPEX: O&M, module cleaning, monitoring, insurance, administration and inverter replacement reserve.
• Source of each price: quotation, contract or market reference, with date.

Where things typically go wrong

Presenting CAPEX as a single cost-per-Wp without breakdown: it is the first thing an evaluator returns. And forgetting inverter replacement at mid-life, which is the largest deferred cost in a solar project.

When to use it

When the project already has a technical design, budget and an organized community behind it. FENOGE co-financing is the variable that most moves the project's return: in the simulator it is literally the only difference between the two IRRs.

What it must contain

• Cooperative identification: certificate of existence, NIT, bylaws.
• Technical description: capacity, technology, location and irradiance study.
• CAPEX/OPEX budget and financial model with and without co-financing.
• Characterization of the beneficiary community and expected impact.
• Evidence of community organization: minutes, assemblies, contributions.

When to use it

When structuring community participation in the project, alongside the trust vehicle. This is the instrument that documents what each member receives and under what conditions.

What it must contain

• Identification of the holder and the project.
• Nominal value, number of certificates and percentage of participation they represent.
• Economic rights: share in surplus or in bill savings.
• Political rights, if any, and their relationship to assembly voting.
• Transfer, redemption and succession conditions.

Where things typically go wrong

Failing to distinguish between the member's capital contribution (cooperative regime) and the project participation certificate (trust regime). They are different things and confusing them creates conflicts when the first surplus arrives.

When to use it

When external capital comes in. The trust isolates the project's assets and cash flows from both the cooperative's balance sheet and the investors', which is the condition most institutional financiers require.

What it must contain

• Parties: trustors, trustee and beneficiaries.
• Trust assets: project assets, economic rights, accounts.
• Administration instructions and payment waterfall: the order in which O&M, debt, reserves and distributions are paid.
• Mandatory reserves, including the O&M reserve.
• Trust committee: composition, quorum and reserved matters.
• Termination events and destination of assets upon liquidation.

Where things typically go wrong

Leaving the payment waterfall ambiguous. It is the clause that decides who gets paid when the year is bad, and the one that gets litigated.

When to use it

Approved at the first ordinary assembly and applied at all subsequent ones. It develops what the bylaws state in outline.

What it must contain

• Types of assembly: ordinary, extraordinary, delegate assembly.
• Notice: who convenes, how far in advance and by what means.
• Quorum for deliberation and decision, and qualified majorities for bylaws amendment, merger and liquidation.
• Proxies and representation: whether allowed and with what limits.
• Agenda, floor rules and voting method.
• Remote or hybrid participation, if allowed.

Where things typically go wrong

Not specifying the notice mechanism precisely. An improperly noticed assembly produces voidable decisions, and this is usually discovered when someone challenges them a year later.

When to use it

At every assembly. The minutes are the proof of corporate decisions vis-a-vis third parties: banks, the Chamber of Commerce, Supersolidaria and any financier.

What it must contain

• Consecutive minutes number, place, date and time.
• Record of the notice and its form.
• Attendance list and quorum verification.
• Approved agenda.
• Decisions adopted, with the voting result for each one.
• Signatures of chairperson and secretary.

Where things typically go wrong

Drafting the minutes as a narrative of what was said rather than a record of what was decided. What a third party needs to read is the decision and its vote, not the debate.

When to use it

After the first election of governing bodies. It separates administration (board) from social oversight (supervisory committee), which is the distinction that blurs most in young cooperatives.

What it must contain

• Composition, term and grounds for removal of each body.
• Board competencies and limits on its authority to bind the cooperative.
• Supervisory committee competencies: social oversight, not financial audit — that is the statutory auditor's role.
• Session frequency, quorum and format of minutes.
• Conflict of interest and disqualification regime.

Where things typically go wrong

Having the same people serve on the board and the supervisory committee, or having the committee assume accounting functions. Both hollow out internal oversight.

When to use it

Before the first close with surplus — not after. Deciding on distribution when the money is already on the table is the shortest path to a cooperative split.

What it must contain

• Definition of surplus and how it differs from bill savings, which does not flow through the income statement.
• Reserves and mandatory funds required by Ley 79 de 1988 before any distribution.
• O&M and equipment replacement reserve.
• Allocation criterion for the remainder: by contributions, by service usage or blended — and its rationale.
• Deciding body and required majority.

Where things typically go wrong

Distributing 100% of the surplus in the first good year and having no reserve left when inverters need replacing. It is the same gap the site's financial model openly declares: inverter replacement is not costed from any source, and that does not mean it will not come.

When to use it

Before every assembly, with the advance notice specified in the bylaws. This is not a courtesy formality: it is a validity requirement for everything decided that day.

What it must contain

• Convening body and the bylaw provision authorizing it.
• Type of assembly, date, time and location — or link, if remote.
• Full agenda. An unannounced item cannot be decided.
• Documents to be made available and where to access them.
• Proxy and representation rules.

Where things typically go wrong

Including an "other business" item and deciding something substantive there. It gets voided.

When to use it

During the organization phase, when the promoter group goes out to explain the project and recruit members. This is what separates a cooperative from a third-party project with passive beneficiaries.

What it must contain

• Community meeting script using non-technical language.
• Explanation of what an energy cooperative is and what membership entails: contributions, rights, duties and risks.
• Project figures within their real range, including those not yet known. Promising an exact savings figure before the irradiance study comes at a cost later.
• Frequently asked questions and their answers.
• Attendance register and expressions of interest.

Where things typically go wrong

Presenting the most optimistic financial scenario as if it were the expected one. Assumptions left unstated during outreach reappear as distrust at the first difficult assembly.

When to use it

Before the annual ordinary assembly, alongside the financial statements. This is the document by which the average member judges whether the cooperative is working.

What it must contain

• Actual generation vs. projected, and explanation of the deviation.
• Bill savings per household and aggregate.
• O&M execution and technical incidents — including failures.
• Status of reserves and funds.
• Surplus and proposed distribution.
• CO2 avoided, with the emission factor used and its source.

Where things typically go wrong

Omitting failures. The projects documented on this site include batteries that exploded and plants inaugurated with outstanding problems; reports that only tell the good news destroy trust as soon as someone visits the plant.

When to use it

During the diagnostic phase, before committing money to detailed engineering. The Solar Simulator covers the performance part using irradiance values by department.

What it must contain

• Location and reference irradiance (kWh/m2/day), with the source and its level of precision.
• Current energy demand: monthly consumption and tariff paid, with supporting bills.
• Available area, roof or ground type, shading and orientation.
• Connection point and distance to the grid; or ZNI (non-interconnected zone) status, if applicable.
• Preliminary capacity (kWp) and estimated annual generation.
• Environmental, land-tenure or prior consultation constraints.

Where things typically go wrong

Using the department-level irradiance as if it were site-specific. The departmental value is useful for deciding whether it is worth measuring; it does not replace the measurement. Always state what level of precision the data you are using has.

When to use it

During construction and before requesting energization. Without RETIE (electrical safety code) certification there is no connection, and without connection there are no savings.

What it must contain

• Electrical design signed by a qualified professional with a current license.
• Calculation reports, single-line diagrams and grounding study.
• Product certificates for modules, inverters and protections.
• Inspection by an accredited body and RETIE conformity certificate.
• Grid operator energization report.

Where things typically go wrong

Scheduling the inspection at the end. Findings that require reopening conduit runs or replacing protections are much cheaper if caught during construction.

When to use it

To connect the plant to the grid and be able to deliver surplus. It determines whether the cooperative registers as a small-scale self-generator (AGPE) or as a distributed generator, and the process is handled by the local grid operator.

What it must contain

• Applicant and property identification, with account or NIU number.
• Capacity to be installed and proposed connection point.
• Electrical design and RETIE certificate.
• Bidirectional meter request.
• Connection study, when required by the operator based on capacity.

When to use it

Before energization, not after. The site's financial model charges 2% annual O&M on CAPEX for 25 years: this is the document that justifies that figure or corrects it.

What it must contain

• Preventive maintenance: module cleaning, thermography, connection tightening, structure inspection, with frequency.
• Corrective maintenance: response times and responsible parties.
• Monitoring: what is measured, how often and who reviews it.
• Indicators: performance ratio, availability and actual vs. projected generation.
• Inverter replacement and its reserve.
• Incident and failure log, with resolution.
• Who executes: contracted technical operator or the cooperative's own capacity.

Where things typically go wrong

Signing a one-year O&M contract with the installer and not renewing it. The plant lives 25 years; the free first-year maintenance contract that several operators offer covers 4% of that useful life.