§ 23-17-201. Title

This subchapter may be cited as the “Rural Telecommunications Cooperative Act”.

§ 23-17-202. Definitions

As used in this subchapter, unless the context otherwise requires: (1) “Acquire” means and includes construct, acquire by purchase, lease, devise, gift, or other modes of acquisition; (2) “Board” means a board of directors of a corporation organized under this subchapter; (3) “Commission” means the Arkansas Public Service Commission; (4) “Cooperative” means a corporation organized […]

§ 23-17-204. Purpose of cooperative

Cooperative nonprofit membership corporations either with or without capital stock may be organized under this subchapter for the purpose of furnishing telecommunications service and other services to the widest practicable number of users of such services.

§ 23-17-205. Powers of cooperative

Any cooperative created under the provisions of this subchapter shall have power to: (1) Sue and be sued in its corporate name; (2) Have perpetual existence unless limited for a shorter term in its articles of incorporation; (3) Adopt and use a corporate seal and to alter it; (4) Furnish, improve, and expand telecommunications service […]

§ 23-17-206. Jurisdiction of commission

Cooperatives doing business in this state pursuant to this subchapter shall be subject to the general jurisdiction of the Arkansas Public Service Commission. Jurisdiction shall be exercised by the commission in the same manner and to the same extent as provided by law for the regulation, supervision, or control of telecommunications companies, subject, however, to […]

§ 23-17-207. Incorporators

Any three (3) or more natural persons of the age of twenty-one (21) or more who are residents of this state may act as incorporators of a cooperative to be organized under this subchapter by executing articles of incorporation as provided in § 23-17-210.

§ 23-17-208. Cooperative names

The words “telecommunications cooperative” or “telephone cooperative” shall not be used in the corporate names of corporations organized under the laws of this state or authorized to do business herein, other than cooperatives organized pursuant to the provisions of this subchapter.

§ 23-17-209. Articles of incorporation — Contents

(a) The articles of incorporation shall state: (1) The name of the cooperative. The name shall include the words “Telephone Cooperative” or “Telecommunications Cooperative”, and the abbreviation “Inc.”; (2) The purpose for which the cooperative is formed; (3) The names and addresses of the incorporators who shall serve as directors and manage the affairs of […]

§ 23-17-210. Articles of incorporation — Execution, filing, and recording

(a) Duplicate originals of the articles of incorporation shall be signed by the incorporators and acknowledged before an officer authorized by the laws of this state to take acknowledgments to deeds and conveyances. These duplicate originals shall be filed in the office of the Secretary of State. (b) If the Secretary of State finds that […]

§ 23-17-211. Articles of incorporation — Amendment

(a) Any cooperative organized under this subchapter, from time to time and as desired, may amend its articles of incorporation in any respect. However, only such provisions shall be inserted by amendment that could be lawfully and properly inserted in original articles of incorporation at the time of making the amendment. (b) Every amendment shall […]

§ 23-17-212. Certificate of incorporation

(a) Upon the issuance of a certificate of incorporation by the Secretary of State, the corporate existence of the cooperative shall begin. (b) The certificate of incorporation shall be conclusive evidence, except as against the state, that all conditions required to be performed by the incorporators have been complied with and that the cooperative has […]

§ 23-17-213. Organizational meeting

(a) After the issuance of the certificate of incorporation, an organizational meeting shall be held at the call of a majority of the incorporators for the purpose of adopting bylaws and electing officers and for the transaction of such other business as may properly come before the meeting. (b) The incorporators calling the meeting shall […]

§ 23-17-214. Bylaws

(a) (1) The power to make, alter, amend, or repeal the bylaws of the cooperative shall be vested in the board of directors, subject to amendment by the members at an annual meeting. (2) (A) The board shall not change, alter, amend, or repeal a provision of the bylaws adopted by the members except upon […]

§ 23-17-215. Qualifications of members

Subject to the provisions of this subchapter, the articles of incorporation of a cooperative, and the bylaws of a cooperative, a cooperative’s board shall have the authority to determine the qualifications for membership in the cooperative and to establish and from time to time modify procedures pursuant to which persons may become or remain members, […]

§ 23-17-216. Membership fees and capital credits

(a) When a member of a cooperative has paid the membership fee in full, a certificate of membership shall be issued to the member. (b) Memberships in the cooperative and the certificates thereof shall be nontransferable and nonassignable. (c) Membership may be cancelled upon the resignation, expulsion, dissolution, change in ownership, or death of the […]

§ 23-17-217. Meetings of members

(a) Meetings of members may be held at such place as may be designated by the board. In the absence of any such provision, all meetings shall be held in the principal office of the cooperative in this state. (b) Annual meetings of the members shall be held at such time as may be designated […]

§ 23-17-218. Board of directors generally

(a) The business affairs of a cooperative shall be managed by a board of directors consisting of not fewer than five (5) in number, which shall exercise all the powers of a cooperative except those which are conferred upon the members by this subchapter, by the articles of incorporation, by its certificate of incorporation, or […]

§ 23-17-219. Board of directors — Elections — Term of office — Vacancies

(a) The directors of a cooperative shall hold office until their terms expire or until their successors are elected and qualified. (b) (1) At each annual meeting or, in case of failure to hold the annual meeting as specified in the bylaws, at a special meeting called for that purpose, the members shall elect directors […]

§ 23-17-220. Board of directors — Meetings

(a) Meetings of the board of directors, regular or special, shall be held at such place and upon such notice as the bylaws may prescribe. (b) (1) Neither the business to be transacted at, nor the purpose of, any regular meeting of the board of directors need be specified in the notice or waiver of […]

§ 23-17-221. Officers, agents, and employees

(a) (1) (A) The board of directors shall elect a president, a vice president, a secretary, and a treasurer, and one (1) person may be elected to the office of secretary-treasurer. (B) The board of directors may elect such other officers as it deems necessary. (2) The powers, duties, and terms of office of the […]