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Uniform Agricultural Cooperative Association Act | |
General Provisions Relating to Agricultural Cooperative Associations | |
Section 11 | Certificates of and termination of membership -- Dividends and distribution of reserves -- Preferred stock -- Certificates of interest -- Unclaimed credits. |
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3-1-11. Certificates of and termination of membership -- Dividends and
distribution of reserves -- Preferred stock -- Certificates of interest -- Unclaimed credits. (1) No certificate for membership or stock shall be issued until fully paid for, but bylaws may provide that a member may vote and hold office prior to payment in full for his membership or stock. (2) Dividends in excess of eight per centum per annum on the actual cash value of the consideration received by the association may not be paid on common stock or membership capital, but dividends may be cumulative if so provided in the articles or bylaws. (3) (a) Savings in excess of dividends and additions to reserves and surplus shall be distributed on the basis of patronage. (b) The bylaws may provide that any distribution to a nonmember, who is eligible for membership, may be credited to that nonmember until the amount of the distribution equals the value of a membership certificate, or a share of the association's common stock. (c) The distribution credited to the account of the nonmember may be transferred to the membership fund at the option of the board, if, after two years, the amount is less than the value of the membership certificate or a share of common stock. (4) (a) The bylaws shall provide the time and manner of settlement of membership interests with members who withdraw from the association or whose membership is otherwise terminated. (b) Provisions for forfeiture of membership interests may be made in the bylaws. (c) After the termination of the membership, for whatever cause, the withdrawing member shall exercise no further control over the facilities, assets, or activities of the association. The withdrawing member may not claim or receive any assets of the association except as follows: (i) undistributed patronage allocated to the withdrawing member may be paid to the withdrawing member pursuant to the association's bylaws; (ii) the withdrawing member may be reimbursed for the par value of membership or stock in the association pursuant to the association's articles, bylaws, and membership agreement; and (iii) the withdrawing member shall receive any distributions to which the member is entitled pursuant to Subsection 3-1-20(3)(d). (5) (a) An association may issue preferred stock to members and nonmembers. (b) Preferred stock may be redeemed or retired by the association on the terms and conditions as are provided in the articles or bylaws and printed on the stock certificates. (c) Preferred stockholders may not vote, but no change in their priority or preference rights shall be effective until the written consent of the holders of a majority of the preferred stock has been obtained. (d) Payment for preferred stock may be made in cash, services, or property on the basis of the fair value of the stock, services, and property, as determined by the board. (6) (a) The association may issue to each member a certificate of interest evidencing the member's interest in any fund, capital investment, or other assets of the association. (b) Those certificates may be transferred only to the association, or to other purchasers, as approved by the board of directors, under the terms and conditions provided for in the bylaws. (7) (a) As used in this Subsection (7), "reasonable effort" means: (i) a letter to a member's or former member's last-known address, a listing of unclaimed
credits in an association publication, and the posting of a list of unclaimed credits at the
association's principal place of business; and
Amended by Chapter 378, 2010 General Session |
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