What Documents Must a Cooperative Retain Under the Law?

What documents must a cooperative retain? Where a cooperative fails to retain documents, will it be subject to penalties?

1. What documents must a cooperative retain?

Pursuant to Article 12 of the Law on Cooperatives 2023 (17/2023/QH15, effective from 01/7/2024), cooperatives and unions of cooperatives must archive the following documents:

• The Charter and regulations of the cooperative or union of cooperatives; the register of official members and capital-contributing affiliate members.
• The Cooperative Registration Certificate; intellectual property protection titles; product and goods quality registration certificates; business licenses for conditional business lines and other relevant documents.
• Documents and certificates of ownership and use rights over assets of the cooperative or union of cooperatives.
• Certificates of capital contribution portions of official members and capital-contributing affiliate members; minutes and resolutions of the establishment meeting, the Members’ General Meeting and the Board of Directors; decisions of the cooperative or union of cooperatives.
• Financial statements, accounting books, accounting vouchers and other accounting documents.
• Conclusions of inspection and examination authorities, audit reports (if any).
• Other documents as prescribed by the Charter.

Regarding retention periods: Article 12 of the Law on Cooperatives 2023 prescribes that cooperatives and unions of cooperatives must archive the above documents “in accordance with the law”; the specific retention period of each document type (e.g., accounting documents) applies under the relevant specialized law.

2. Where a cooperative fails to retain documents as prescribed, will it be subject to penalties?

The administrative penalties for cooperatives failing to retain documents under point d, Clause 1 and point c, Clause 3 of Article 65 of Decree 122/2021/ND-CP as amended and supplemented by Decree 288/2026/ND-CP (effective from 21/7/2026) are as follows:

Violations concerning the operation of cooperatives and unions of cooperatives

1. A fine of between VND 10,000,000 and VND 20,000,000 for one of the following acts:

a) Failing to organize the annual Members’ General Meeting of the cooperative or union of cooperatives within 03 months from the end of the fiscal year;

b) Failing to create the member register after being issued the Cooperative Registration Certificate, or the member register lacking the contents as prescribed;

c) Failing to provide information or providing incomplete, untimely or inaccurate information about production, business, finance, income distribution and other contents as prescribed;

d) Failing to retain documents of the cooperative or union of cooperatives as prescribed.

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3. Remedial measures:

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c) Compelling the retention of documents of the cooperative or union of cooperatives as prescribed for the violation act prescribed in point d, Clause 1 of this Article;

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Under Clause 2, Article 4 of Decree 122/2021/ND-CP as amended and supplemented by Decree 288/2026/ND-CP (effective from 21/7/2026), the fine levels are prescribed as follows:

Fine levels

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2. The fine levels prescribed in this Decree are the fine levels applicable to organizations (except the fine levels prescribed in point c, Clause 2 of Article 28; points a and b, Clause 2 of Article 38; Articles 62 and 63 of this Decree which are the fine levels applicable to individuals). For the same administrative violation act, the fine level for an individual shall be 1/2 (one half) of the fine level for an organization.

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Accordingly, a cooperative failing to retain documents may be subject to administrative penalties with a fine of between VND 10,000,000 and VND 20,000,000 and be compelled to retain documents as prescribed.

3. What is the statute of limitations for administrative penalties against cooperatives failing to retain documents as prescribed?

Pursuant to Article 5 of Decree 122/2021/ND-CP as amended and supplemented by Decree 288/2026/ND-CP (effective from 21/7/2026), the statute of limitations and the time of determining the statute of limitations for administrative penalties are prescribed as follows:

Statute of limitations and time of determining the statute of limitations for administrative penalties

1. The statute of limitations for administrative penalties in the fields of investment, bidding and enterprise registration is 01 year; in the field of planning it is 02 years.

2. The administrative violation acts prescribed in Articles 7; 9; 10; 13; 14; Clause 2 of Article 15; Clause 3 of Article 16; Articles 17; 18; 19; 20; 21; 22; 23; 24; 30; 36; 37; 43; 44; 45; 46; 47; 48; 49; 50; 51; 52; 53; 54; 55; 56; 57; 58; 59; 60; 61; 62; 63; 64; 65; 66; 67; 68; 69; 70; 71 and 72 of this Decree are ongoing administrative violation acts.

For ongoing violation acts, the statute of limitations shall be counted from the time of detection of the violation act. Where the violation act has ended, the statute of limitations shall be counted from the time of termination of the violation act.

3. The administrative violation acts prescribed in this Decree (except the administrative violation acts prescribed in Clause 2 of this Article, Articles 12 and 25) are ended administrative violation acts.

For ended violation acts, the statute of limitations shall be counted from the time of termination of the violation act.

Accordingly, the statute of limitations for administrative penalties against cooperatives failing to retain documents as prescribed is 01 year.