§ 43-38-1016. Judicial Intervention
A court may grant any equitable relief it considers just and reasonable in the circumstances or may dissolve a cooperative or direct that the dissolved entity is merged into another or new cooperative or other entity on the terms and conditions the court deems equitable.
§ 43-38-1017. Judicial Dissolution
On application by the attorney general and reporter, or by or for a member, the court may decree dissolution of a cooperative whenever it is not reasonably practicable to carry on the business in conformity with the articles and the operating agreement. The dissolution is effective upon the decree of dissolution becoming final and not […]
§ 43-38-1018. Procedure for Judicial Dissolution
In dissolution proceedings, before a hearing is completed, the court may: Issue injunctions; Appoint receivers with all powers and duties that the court directs; Take actions required to preserve the cooperative’s assets wherever located; and Carry on the business of the cooperative. After a hearing is completed, on notice the court directs to be given […]
§ 43-38-1019. Receivership
A receiver shall be a natural person or a domestic corporation in this state. A receiver shall give a bond as directed by the court with the sureties required by the court. A receiver may sue and defend in all courts as receiver of the cooperative. The court appointing the receiver has exclusive jurisdiction of […]
§ 43-38-1010. Known and Unknown Claims Against Cooperative
When a notice of dissolution has been filed with the secretary of state, and the business of the cooperative is not to be wound up and terminated by merging the dissolved cooperative into a successor organization under § 43-38-122, then the cooperative may give notice of the filing to each creditor of and claimant against […]
§ 43-38-904. Liability for Unlawful Distribution
Unless the member or director complies with the applicable standards of conduct set forth in § 43-38-616, a member or director who votes for or assents to a distribution made in violation of § 43-38-903 or the articles or bylaws is personally liable to the cooperative for the amount of the distribution that exceeds what […]
§ 43-38-1001. Dissolution by Organizers or Initial Directors
A majority of the organizers or initial directors of a cooperative that has not issued membership interest or has not commenced business may dissolve the cooperative by delivering to the secretary of state for filing articles of dissolution and termination that set forth: The name of the cooperative; The date of its incorporation; Either that: […]
§ 43-38-1002. Voluntary Dissolution
A cooperative may be voluntarily dissolved by the written consent of its members in accordance with § 43-38-1008. A cooperative’s board of directors may propose dissolution for submission to the members. For a proposal to dissolve to be adopted: The board of directors shall recommend dissolution to the members unless the board of directors determines […]
§ 43-38-1003. Grounds for Administrative Dissolution
The secretary of state may commence a proceeding under § 43-38-1004 to dissolve administratively the cooperative if: The cooperative does not deliver its properly completed annual report to the secretary of state within two (2) months after it is due; The cooperative is without a registered agent or registered office in this state for two […]
§ 43-38-1004. Procedure for and Effect of Administrative Dissolution
If the secretary of state determines that one (1) or more grounds exist under § 43-38-1003 for dissolving a cooperative, the secretary of state shall serve the cooperative with written communication of the secretary of state’s determination in accordance with §§ 43-38-110 and 43-38-111, except that the determination may be sent by first class mail. […]