47-16-28. Statements required on stock certificates. Each certificate for stock of a cooperative shall bear the manual or facsimile signature of a principal officer and shall state: (1)The name of the cooperative, the number, par value, and class of the shares represented by the certificate, and whether or not it is membership stock. (2)Any restrictions […]
47-16-29. Stock subscriptions–Irrevocability. A subscription for stock of a cooperative is irrevocable for six months unless otherwise provided by the subscription agreement or unless all subscribers consent to the revocation. Source: SDC 1939, §11.1120 as enacted by SL 1965, ch 23, §1.
47-16-3. Special meetings. Special member meetings of a cooperative may be called by the president, board of directors, or members having one-fifth of the votes entitled to be cast at such meeting. Source: SDC 1939, §11.1115 (3) as enacted by SL 1965, ch 23, §1.
47-16-30. Liability of subscribers. Except for debts lawfully contracted between the member and the cooperative, no member or patron is liable for the debts of the cooperative to an amount exceeding the sum remaining unpaid on his subscription for shares of the cooperative, and the sum unpaid on such members membership fees, if such fee […]
47-16-31. Missing securities–Issuance of duplicate. When a security issued by a cooperative is missing, the cooperative shall issue a duplicate security if the owner so requests and furnishes an indemnity acceptable to the cooperative. Source: SDC 1939, §11.1121 (1) as enacted by SL 1965, ch 23, §1.
47-16-32. Missing securities–Redemption–Procedure. If records of a cooperative showing ownership of securities or apportionment of equity interest in the assets are missing and the information contained in such records is necessary to a proposed redemption of the interest, the cooperative may give notice and redeem as follows: (1)The cooperative shall set aside an amount equal […]
47-16-34. Definition of transfers and transferors. As used in §47-16-33: (1)”Proper person” means the registered owner or last prior transferee, whether or not described as fiduciary for another, or his authorized agent, legal representative, or successor to his interest by operation of law; (2)”Transfer” includes a redemption or recall of stock; (3)”Wrongful transfer” means a […]
47-16-35. Actions by stockholders or members–Allegations respecting ownership. No action may be instituted or maintained in the right of any association by a member or stockholder unless he alleges in his complaint that he was a member or registered stockholder when any part of the transaction of which he complains took place, or that his […]
47-16-36. Actions by stockholders or members–Additional allegations. No action may be instituted or maintained in the right of any association by any member or stockholder unless he alleges in his complaint with particularity his efforts to secure from the board of directors such action as he desires. He shall allege further that he has either […]
47-16-37. Approval of court required for termination of action. An action instituted or maintained in the right of any association by any member or stockholder shall not be dismissed or compromised without the approval of the court. Source: SDC 1939, §11.1153 (2) as enacted by SL 1965, ch 23, §1.
47-16-38. Expenses of maintaining action–Disposition of proceeds. If anything is recovered or obtained as the result of an action instituted or maintained in the right of any association by any member or stockholder, whether by means of compromise and settlement or by a judgment, the court may, out of the proceeds of the action, award […]
47-16-39. Security for costs–Amount of security. In any action brought in the right of a cooperative by less than three percent of the members or by holders of less than three percent of any class of stock outstanding, the defendants may require the plaintiff to give security for the reasonable expenses of defending such action, […]
47-16-4. Member meetings–Location–Virtual participation. Unless the articles of incorporation or bylaws provide otherwise, the board of directors shall provide that member meetings of a cooperative are held at the principal office or such other place or by means of communication as the board of directors may determine. Unless the articles of incorporation or bylaws provide […]
47-16-40. Distribution of net proceeds. At least once annually the directors of a cooperative shall determine and distribute net proceeds as provided by §§47-16-41 to 47-16-53, inclusive. Source: SDC 1939, §11.1131 as enacted by SL 1965, ch 23, §1.
47-16-41. Deductions from total proceeds. In determining net proceeds of a cooperative, there shall be deducted from total proceeds: (1)All operating expenses and costs; (2)The cost of supplies, commodities, equipment, and other property or services procured or sold for patrons; (3)The cost of services performed for patrons; (4)All taxes and all other expenses; (5)Reasonable and […]
47-16-42. Procedure for distribution. After the deductions required by §47-16-41, the remainder of the total proceeds of a cooperative are net proceeds and shall be distributed and paid as provided by §§47-16-44 and 47-16-45. Source: SDC 1939, §11.1131 (2) as enacted by SL 1965, ch 23, §1.
47-16-44. Payments to employees. A share of the net proceeds of a cooperative may be set aside for or paid to employees. Such amount shall for all purposes except the computation of net proceeds be deemed an expense of operation of the cooperative. Source: SDC 1939, §11.1131 (2) (b) as enacted by SL 1965, ch […]
47-16-45. Dividends on capital stock–Conditions to payment. In a cooperative organized with capital stock such dividend from net proceeds may be paid upon capital stock as is authorized by the articles. No dividend may be paid if the capital is impaired or if payment of such dividend would result in an impairment of capital. Source: […]
47-16-46. Distributions to patrons. Unless the articles or bylaws of a cooperative otherwise expressly provide, none of the remainder of the net proceeds after distributions and payments pursuant to §§47-16-44 and 47-16-45 shall constitute income of the cooperative but all thereof shall be distributed and paid to patrons, whether members or not, as provided by […]
47-16-47. Creation of reserves–Credit to patrons. Reasonable reserves for necessary purposes may be created by a cooperative, which shall be credited to patrons in accordance with the ratio which their patronage bears to total patronage. Source: SDC 1939, §11.1131 (3) (a) as enacted by SL 1965, ch 23, §1.
