§ 7-56-305 — Member voting

Colorado § 7-56-305

• Jurisdiction: Colorado
• Title 07: Corporations
• Art.: Cooperatives

Text

(1) (a) Members of a cooperative may vote either
in person or, if provided in the articles or the bylaws of the cooperative or a
resolution of the board with respect to a particular issue, by any of the following
methods:

(I) Mail or electronic transmission if a means is provided to verify that a
member so voting has received the exact wording of the matter upon which the
vote is to be taken;

(II) Telecommunication; or

(III) Any other means by which all persons in the meeting may communicate
with each other during the meeting.

(b) Whenever in this article reference is made to voting by membership, the
vote may be taken in any manner established pursuant to this section unless
specifically provided otherwise in this article or by the board with respect to a
particular matter upon which the vote is to be taken.

(c) With respect to a matter where a vote has been cast by an authorized
means other than the person being present and voting in person, the person casting
the vote shall be counted as present and voting for purposes of those provisions in
this article that refer to persons present and voting.

(d) Proxy or cumulative voting shall be prohibited except as permitted by the
articles or bylaws of organizations incorporated prior to July 6, 1973; except that,
where a member is other than an individual, its vote may be cast by a representative
authorized pursuant to this article.

(2) Except as otherwise provided in subsection (3) of this section, each
member of a cooperative formed under this article shall be entitled to one vote
only.

(3) Any cooperative formed under this article may provide in its articles for
proportional voting rights allowing members more than one vote based upon the
patronage of a member with the cooperative, the amount of patronage equity held
in the cooperative, or any combination of these methods. However, no member may
be entitled to more than one vote in any case where a law of this state specifically
requires otherwise. In no event shall any member have less than one vote and no
member may have more than two and one-half percent of the total votes of
members of the cooperative. If the number of members in the cooperative is such
that, solely by virtue of the number of members, one member may have more than
two and one-half percent based on proportional voting, then each member of the
cooperative shall be entitled to one vote only.

(4) Unless otherwise provided in this article or in the cooperative's articles,
when a cooperative has provided for proportional voting, it shall be deemed to have
intended that the references in this article to a vote of a specified proportion of
members or similar terminology as necessary for approval of a matter submitted to
a membership vote shall mean a determination based on a proportion of the total
votes entitled to be cast or actually cast by members as applicable in the particular
reference.

Legislative History

Source: L. 96: Entire article R&RE, p. 497, � 1, effective July 1. L. 2003: (2) and (3) amended, p. 2225, � 80, effective July 1, 2004. L. 2004: (1)(d) amended, p. 1413, � 45, effective July 1.