21-29,122 – Merger or consolidation.
21-29,122. Merger or consolidation. (1) Any one or more limited cooperative associations may merge or consolidate with or into any one or more limited cooperative associations, limited liability companies, general partnerships, limited partnerships, cooperatives, or corporations, and any one or more limited liability companies, general partnerships, limited partnerships, cooperatives, or corporations may merge or consolidate […]
21-29,123 – Notice and action on plan of merger or consolidation by constituent limited cooperative association.
21-29,123. Notice and action on plan of merger or consolidation by constituent limited cooperative association. (1) Unless otherwise provided in the articles of organization or bylaws, the plan of merger or consolidation shall be approved by a majority vote of the board of directors. (2) The board of directors shall mail or otherwise transmit or […]
21-29,124 – Approval or abandonment of merger or consolidation by members of constituent limited cooperative association.
21-29,124. Approval or abandonment of merger or consolidation by members of constituent limited cooperative association. (1) Unless the articles of organization or bylaws provide for a greater quorum and subject to section 21-2939, a plan of merger or consolidation shall be approved by at least a two-thirds vote of patron members voting under section 21-2939 […]
21-29,125 – Merger or consolidation with subsidiary.
21-29,125. Merger or consolidation with subsidiary. (1) Unless the articles of organization or bylaws of the limited cooperative association or articles of organization or bylaws of the other organization otherwise provide, a limited cooperative association that owns at least ninety percent of each class of the voting power of a subsidiary organization may merge or […]
21-29,126 – Filings required for merger or consolidation; effective date.
21-29,126. Filings required for merger or consolidation; effective date. (1) After each constituent organization has approved a merger or consolidation, articles of merger or consolidation shall be signed on behalf of each other preexisting constituent organization by an authorized representative. (2) The articles of merger or consolidation shall include: (a) The name and form of […]
21-29,127 – Effect of merger or consolidation.
21-29,127. Effect of merger or consolidation. When a merger or consolidation becomes effective: (1) The surviving organization continues or comes into existence; (2) Each constituent organization that merges or consolidates into the surviving organization ceases to exist as a separate entity; (3) All property owned by each constituent organization that ceases to exist vests in […]
21-29,129 – Disposition of assets.
21-29,129. Disposition of assets. Member approval by at least two-thirds of the patron members voting under section 21-2939 and by at least a two-thirds vote of the investor members, if voting, under section 21-2942, is required for a limited cooperative association to sell, lease, exchange, or otherwise dispose of all or substantially all of the […]
21-29,130 – Notice and action on disposition of assets.
21-29,130. Notice and action on disposition of assets. To dispose of assets subject to section 21-29,129: (1) The proposed disposition shall be approved by a majority vote of the board of directors unless a greater vote is required by the articles of organization or bylaws; and (2) The board of directors shall mail or otherwise […]
21-29,131 – Vote on disposition of assets.
21-29,131. Vote on disposition of assets. Disposition of assets subject to section 21-29,129 shall be consented to by: (1) At least two-thirds vote of patron members voting under section 21-2939; and (2) At least a two-thirds vote of investor members, if any, under section 21-2942. Source Laws 2007, LB368, § 131.
21-29,132 – Exemption from Securities Act of Nebraska.
21-29,132. Exemption from Securities Act of Nebraska. Member interests offered or sold by a limited cooperative association are exempt from the Securities Act of Nebraska to the extent interests offered or sold by other types of organizations are exempt under subdivision (15) of section 8-1111. Source Laws 2007, LB368, § 132. Cross References Securities Act […]