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Home » US Law » 2022 Iowa Code » Title XII - BUSINESS ENTITIES » Chapter 497 - COOPERATIVE ASSOCIATIONS

Section 497.28 – Reinstatement of corporation.

497.28 Reinstatement of corporation. Any corporation whose corporate rights have been canceled and forfeited in the manner provided herein may, however, before September 1 following such cancellation, make application to the secretary of state for reinstatement and upon being furnished good and sufficient reasons for not having filed its report the secretary shall, upon the […]

Section 497.29 – Chapter extended to former companies.

497.29 Chapter extended to former companies. All cooperative corporations, companies, or associations heretofore organized and doing business under prior statutes, or which have attempted to so organize and do business, shall have the benefit of all the provisions of this chapter and be bound thereby, on filing with the secretary of state, amended and substituted […]

Section 497.3 – Filing — certificate of incorporation.

497.3 Filing — certificate of incorporation. The original articles of incorporation of associations organized under this chapter shall be filed with the secretary of state, and be by the secretary recorded in a book kept for that purpose; and if such articles comply with the provisions of sections 497.1 and 497.2, the secretary shall issue […]

Section 497.30 – Use of term “cooperative” restricted.

497.30 Use of term “cooperative” restricted. No corporation or association organized after July 4, 1915, shall be entitled to use the term “cooperative” as part of its corporate or other business name or title, unless it has complied with the provisions of this chapter, and any corporation or association violating the provisions of this section […]

Section 497.31 – Use of funds.

497.31 Use of funds. None of the funds of any association organized under the provisions of this chapter shall be used in the payment of any promotion; as commissions, salaries or expenses of any kind, character, or nature whatsoever. [SS15, §1641-r18; C24, 27, 31, 35, 39, §8483; C46, 50, 54, 58, 62, 66, 71, 73, […]

Section 497.32 – Private property exempt.

497.32 Private property exempt. The private property of the stockholders shall be exempt from execution for the debts of the corporation. [SS15, §1641-r19; C24, 27, 31, 35, 39, §8484; C46, 50, 54, 58, 62, 66, 71, 73, 75, 77, 79, 81, §497.32]

Section 497.33 – Personal liability.

497.33 Personal liability. Except as otherwise provided in this chapter, a director, officer, employee, or member of the corporation is not liable on the corporation’s debts or obligations and a director, officer, member, or other volunteer is not personally liable in that capacity, for a claim based upon any action taken, or any failure to […]

Section 497.34 – Indemnification.

497.34 Indemnification. A cooperative association operating under this chapter may indemnify any present or former director, officer, employee, member, or volunteer in the manner and in the instances authorized in sections 490.850 through 490.859, provided that where sections 490.850 through 490.859 provide for action by shareholders the sections are applicable to action by voting members […]

Section 497.35 – Statement to estate of stockholder.

497.35 Statement to estate of stockholder. 1. The board of directors, upon receiving actual notice of a stockholder’s death, shall provide a statement to the administrator or executor of the stockholder’s estate, or to the attorney representing the stockholder’s estate. The statement shall describe agricultural products owned by the stockholder which are in the possession […]

Section 497.4 – Fee.

497.4 Fee. For filing the articles of incorporation of associations organized under this chapter, there shall be paid to the secretary of state ten dollars, and for the filing of an amendment to such articles, five dollars; provided that when the capital stock of such corporation shall be less than five hundred dollars, such fee […]

Section 497.5 – Board of directors.

497.5 Board of directors. Every such association shall be managed by a board of not less than five directors, who shall be elected by and from the stockholders at such time and for such term of office as the bylaws may prescribe, and shall hold office for the time for which elected and until their […]

Section 497.6 – Removal.

497.6 Removal. A majority of the stockholders shall have the power at any regular or special stockholders’ meeting, legally called, to remove any director or officer for cause, and fill the vacancy, and thereupon the director or officer so removed, shall cease to be a director or officer of said corporation. [SS15, §1641-r5; C24, 27, […]

Section 497.7 – Officers.

497.7 Officers. The officers of every such association shall be a president, one or more vice presidents, a secretary, and a treasurer, who shall be elected annually by the directors, and each of said officers must be a director of the association. The offices of secretary and treasurer may be combined, and when so combined […]

Section 497.8 – Amending articles.

497.8 Amending articles. The association may amend its articles of incorporation by a majority vote of its stockholders at any regular stockholders’ meeting, or at any special stockholders’ meeting called for that purpose, on ten days’ notice to all stockholders. Said power to amend shall include the power to increase or diminish the amount of […]

Section 497.9 – Record of amendments.

497.9 Record of amendments. Within thirty days after the adoption of an amendment to its articles of incorporation, an association shall cause a copy of the amendment adopted to be recorded in the office of the secretary of state. [SS15, §1641-r6; C24, 27, 31, 35, 39, §8467; C46, 50, 54, 58, 62, 66, 71, 73, […]