TITLE 22

AGRICULTURE AND HORTICULTURE

CHAPTER 26

COOPERATIVE MARKETING ASSOCIATIONS

22-2608.  Articles of incorporation — Contents — Subscribing and filing. Each association formed under this chapter must prepare and file articles of incorporation, setting forth:

(1)  The name of the association.

(2)  The purpose for which it is formed.

(3)  The address of its initial registered office and the name of its initial registered agent at such address.

(4)  The term for which it is to exist, which may be perpetual.

(5)  If organized without capital stock, whether the property rights and interest of each member shall be equal or unequal; and if unequal, the articles shall set forth the general rule or rules applicable to all members by which the property rights and interests, respectively, of each member may and shall be determined and fixed; and the association shall have the power to admit new members who shall be entitled to share in the property of the association with the old members, in accordance with such general rule or rules. This provision of the articles of incorporation shall not be altered, amended or repealed except by the written consent or the vote of a majority of the members.

(6)  If organized with capital stock, the amount of such stock and the number of shares into which it is divided and the par value thereof. The capital stock may be divided into preferred and common stock. If so divided, the articles of incorporation must contain a statement of the number of shares of stock to which preference is granted and the number of shares of stock to which no preference is granted and the nature and extent of the preference and the privileges granted to each.

(7)  The names and addresses of the persons who are to serve as directors until the first annual meeting of the members or stockholders or until their successors be elected and qualify.

The articles must be subscribed by the incorporators and shall be filed in accordance with the provisions of the general corporation law of the state; and when so filed the said articles of incorporation, or certified copies thereof, shall be received in all the courts of this state, and other places, as prima facie evidence of the facts contained therein, and of the due incorporation of such association.

History:

[(22-2608) 1921, ch. 124, sec. 8, p. 298; am. 1929, ch. 246, sec. 1, p. 501; I.C.A., sec. 22-2008; am. 1980, ch. 76, sec. 1, p. 158; am. 2004, ch. 106, sec. 1, p. 381.]