§ 501A.810 — Member voting rights

Iowa § 501A.810

• Jurisdiction: Iowa
• Title XII: BUSINESS ENTITIES
• Ch. 501A: COOPERATIVE ASSOCIATIONS ACT

Text

1. Patron and nonpatron member voting. A patron member of a cooperative is only
entitled to one vote on an issue to be voted upon by members holding patron membership
interests. However, if authorized in the cooperative’s articles or bylaws, a patron member
may be entitled to additional votes based on patronage criteria in section 501A.811. If
nonpatron members are authorized by the patron members and granted voting rights on any
matter voted on by the members of the cooperative, the entire patron members’ voting power
shall be voted collectively based upon the vote of the majority of patron members voting on
the issue and the collective vote of the patron members shall be a majority of the vote cast
unless otherwise provided in the bylaws. The bylaws shall not reduce the collective patron
member vote to less than fifteen percent of the total vote on matters of the cooperative. A
nonpatronmemberhasthevotingrightsinaccordancetothenonpatronmember’snonpatron
membership interests as granted in the bylaws, subject to the provisions of this chapter.
2. Right to vote at meeting. A member or delegate may exercise voting rights on any
matter that is before the members as prescribed in the articles or bylaws at a members’
meeting from the time the member or delegate arrives at the members’ meeting, unless the
articles or bylaws specify an earlier and specific time for closing the right to vote.
3. Voting method. A member’s vote at a members’ meeting shall be cast in person, by
mail if a mail ballot is authorized by the board, or by an alternative voting method if that is
authorized by the board. A vote shall not be cast by proxy, except as provided in subsection
4. The cooperative shall take reasonable measures to authenticate that a vote is cast by a
member eligible to cast that vote.
4. Members represented by delegates.
a. The provisions of this subsection apply to members represented by delegates.
b. A cooperative may provide in the articles or bylaws that units or districts of members
are entitled to be represented at members’ meetings by delegates chosen by the members of
the unit or district. The delegates may vote on matters at the members’ meeting in the same
manner as a member. The delegates may only exercise the voting rights on a basis and with
the number of votes as prescribed in the articles or bylaws.
c. If the approval of a certain portion of the members is required for adoption of
amendments, a dissolution, a merger, a consolidation, or a sale of assets, the votes of
delegates shall be counted as votes by the members represented by the delegate.
d. Patron members may be represented by the proxy of other patron members.
§501A.810, COOPERATIVE ASSOCIATIONS ACT 36
e. Nonpatron members may be represented by proxy if authorized in the bylaws.
5. Mail ballots. The provisions of this subsection apply to mail ballots.
a. A member who is or will be absent from a members’ meeting may vote by mail on any
motion, resolution, or amendment that the board submits for vote by mail.
b. A ballot shall be in the form prescribed by the board and be accompanied by the text
of the proposed motion, resolution, or amendment to be acted upon at the meeting.
c. The member shall express a choice by marking an appropriate choice on the ballot and
mail, deliver, or otherwise submit the ballot to the cooperative in a plain, sealed envelope
inside another envelope bearing the member’s name or by an alternative method approved
by the board.
d. A properly executed ballot shall be accepted by the board and counted as the vote of
the absent member at the meeting.
6. Alternative voting method. The board may also allow the members to vote by
alternative voting method, provided the members receive a copy of the proposed motion,
resolution, or amendment to be acted upon.