§ 43-16-101. Short Title
For the purpose of brevity and convenience, this chapter shall be known and may be cited as the “Cooperative Marketing Law.”
§ 43-16-102. Purpose of Chapter
This chapter is enacted in order to promote, foster, and encourage the intelligent and orderly marketing of agricultural products and other products of the soil, through cooperation; to eliminate speculation and waste; to make the distribution of agricultural products between producer and consumer as direct as can be efficiently done; to stabilize the marketing of […]
§ 43-16-103. Chapter Definitions
As used in this chapter, unless the context otherwise requires: “Agricultural products” includes horticultural, viticultural, forestry, dairy, livestock, poultry, bee and any farm products; “Association” means any corporation organized under this chapter; “Member” includes actual members of associations without capital stock, and holders of common stock in associations organized with capital stock; and “Person” includes […]
§ 43-16-104. Nonprofit Cooperative Association — Persons Entitled to Form
Eleven (11) or more persons, a majority of whom are residents of this state, engaged in the production of agricultural products, may form a nonprofit, cooperative association, with or without capital stock, under this chapter.
§ 43-16-105. Activities in Which Authorized to Engage
An association may be organized to engage in any activity: In connection with the marketing or selling of the agricultural products of its members, or with the harvesting, preserving, drying, processing, canning, packing, grading, storing, handling, shipping or utilization of such products, or the manufacturing or marketing of the by-products of such products; In connection […]
§ 43-16-106. Preliminary Inquiry as to Probable Success
Every group of persons contemplating the organization of an association under this chapter is urged to communicate with the college of agricultural sciences and natural resources, University of Tennessee, which will inform the group whatever the survey of the marketing conditions affecting the commodities proposed to be handled may indicate regarding probable success.
§ 43-16-107. Recognition That Farmers Need Special Instruction Data in Marketing Their Products
It is recognized that: Agriculture is characterized by individual production in contrast to the group or factory system that characterizes other forms of industrial production; The ordinary form of corporate organization permits industrial groups to combine for the purpose of group production and the ensuing group marketing and that the public has an interest in […]
§ 43-16-108. Powers of Incorporated Association
Each association incorporated under this chapter has the power to: Engage in activity in connection with the marketing, selling, preserving, harvesting, drying, processing, manufacturing, canning, packing, grading, storing, handling, or utilization of any agricultural products produced or delivered to it by its members, or the manufacturing, or marketing of the by-products thereof; or any activity […]
§ 43-16-109. Members — Qualifications
Under the terms and conditions prescribed in the bylaws adopted by it, an association may admit as members, or issue common stock to, only persons engaged in the production of the agricultural products to be handled by or through the association, including the lessees and tenants of land used for the production of such products […]
§ 43-16-110. Articles of Incorporation — Preparing and Filing — Contents
Each association formed under this chapter must prepare and file articles of incorporation, setting forth: The name of the association; The purpose for which it is formed; The place where its principal business will be transacted; The duration of the association, if other than perpetual. If the charter of any association organized under this chapter […]
§ 43-16-111. Capital Stock — Articles Specifying Division Into Preferred and Common Stock
The capital stock may be divided into preferred and common stock. If so divided, the articles of incorporation must contain a statement of the number of shares of stock to which preference is granted and the number of shares of stock to which no preference is granted, and the nature and definite extent of the […]
§ 43-16-112. Articles to Be Signed, Acknowledged, and Filed — Prima Facie Evidence of Incorporation
The articles must be signed by the incorporators; and when filed, the articles of incorporation, or certified copies thereof, shall be received in all the courts of this state and other places as prima facie evidence of the due incorporation of the association.
§ 43-16-113. Amendment of Articles of Incorporation
An amendment, including any conversion to a general nonprofit corporation pursuant to § 48-61-109, must first be approved by two thirds (2/3) of the directors and then adopted by a vote representing a majority of all the members of the association. However, if, at a meeting of the members of the association to which a […]
§ 43-16-114. Code of Bylaws — Provisions
Each association incorporated under this chapter must, within thirty (30) days after its incorporation, adopt for its government and management, a code of bylaws, not inconsistent with the powers granted by this chapter. A majority vote of the members or stockholders, or their written assent, is necessary to adopt such bylaws. Each association, under its […]
§ 43-16-115. Regular and Special Meetings — Notice — Provisions as to Notice
In its bylaws, each association shall provide for one (1) or more regular meetings annually. The board of directors shall have the right to call a special meeting at any time; and ten percent (10%) of the members or stockholders may file a petition stating the specific business to be brought before the association and […]
§ 43-16-116. Management by Directors — District Directors — Bylaw Provisions as to Selection and Qualifications
The affairs of the association shall be managed by a board of not less than five (5) directors, elected by the members or stockholders from their own number. The bylaws may provide that the territory in which the association has members shall be divided into districts and that the directors shall be elected according to […]
§ 43-16-117. Remuneration of Officers, Directors, and Committeemen
An association may provide a fair remuneration for the time actually spent by its officers and directors in its service and for the service of the members of its executive committee.
§ 43-16-118. Directors Not to Be Interested in Contracts for Profit — Directors Occupying Positions in Association
No director, during that director’s term of office, shall be a party to a contract for profit with the association differing in any way from the business relations accorded regular members or holders of common stock of the association or others, or differing from terms generally current in that district. The bylaws may provide that […]
§ 43-16-119. Executive Committee and Its Functions
The bylaws may provide for an executive committee and may allot to such committee all the functions and powers of the board of directors, subject to the general direction and control of the board.
§ 43-16-120. Vacancies in Board of Directors — Filling
When a vacancy on the board of directors occurs other than by expiration of term, the remaining members of the board, by a majority vote, shall fill the vacancy, unless the bylaws provide for an election of directors by district stockholders. In that case, the board of directors shall immediately call a special meeting of […]