§ 43-38-607. Filling Vacancies
If a patron member director’s position becomes vacant for a director who was elected by patron members, the board shall appoint a patron member of the cooperative to fill the director’s position until the next regular or special members’ meeting; provided however, that if there is only one (1) patron member director, a special members’ […]
§ 43-38-608. Resignation of Directors
A director may resign at any time by delivering written notice to the board of directors, its chair or president, or to the corporation. A resignation is effective when the notice is delivered, unless the notice specifies a later effective date.
§ 43-38-609. Removal of Directors
The members electing a director may remove the director at a members’ meeting for cause related to the duties of the position of director and fill the vacancy caused by the removal. If a director is elected exclusively by the members holding patron membership interests, only the patron members may participate in the vote to […]
§ 43-38-610. Compensation of Directors
Unless the articles or bylaws provide otherwise, the board of directors may fix the compensation of directors.
§ 43-38-611. Limitation of Director’s Liability
A director’s personal liability to the cooperative or members for monetary damages for breach of fiduciary duty as a director may be eliminated or limited in the articles, except as provided in subsection (b). The articles may not eliminate or limit the liability of a director for: A breach of the director’s duty of loyalty […]
§ 43-38-528. Violations of Articles, Bylaws, Member Control Agreements or Marketing Contracts — Surrender of Financial Rights — Surrender of Voting Rights
A member who knowingly, intentionally, or repeatedly violates a provision of the articles, bylaws, member control agreement or marketing contract with the cooperative, may be required by the board to surrender the financial rights of membership interest of any class owned by the member. The cooperative shall refund to the member for the surrendered financial […]
§ 43-38-529. Member Liability
A member is not, merely on account of that status, personally liable for the acts, debts, liabilities, or obligations of a cooperative. A member is liable for any unpaid subscription for the membership interest, unpaid membership fees, or a debt for which the member has separately contracted with the cooperative.
§ 43-38-530. Inspection and Copying of Records by Members
A member of the cooperative is entitled to inspect and copy, during regular business hours at the cooperative’s principal executive office, any of the records of the cooperative described in § 43-38-118, if the member gives the cooperative written notice of the demand at least five (5) business days before the date on which the […]
§ 43-38-531. Inspection and Copying of Records by Member’s Agent or Attorney
A member’s agent or attorney has the same inspection and copying rights as the member the agent or attorney represents. The right to copy records under § 43-38-530 includes, if reasonable, the right to receive copies made by photographic, xerographic, or other means. The cooperative may impose a reasonable charge, covering the costs of labor […]
§ 43-38-532. Enforcement of Right to Inspect and Copy Records
If a cooperative does not allow a member who complies with § 43-38-530(a) to inspect and copy any records required by that subsection to be available for inspection, a court in the county where the cooperative’s principal executive office, or, if none in this state, its registered office, is located may summarily order inspection and […]