§ 14 — General powers

§ 14. General powers. In addition to the powers and rights set out in\nthe business corporation law or, in the case of a membership\ncooperative, the not-for-profit corporation law and subject thereto and\nsubject to the provisions of this chapter, a cooperative corporation\nshall have the following additional specific powers to be exercised for\nthe furtherance of its lawful purposes and business:\n (a) To define or limit its activities as set forth in its certificate\nof incorporation or in its by-laws.\n (b) To handle the products of non-members, except that, in the case of\na producers' cooperative corporation, such non-member products handled\nin any year must not exceed the total of similar products handled for\nits own members.\n (c) To make advance payments or loans to members.\n (d) To act as the agent or representative of any member, including\nother cooperatives with which it is affiliated in any of the activities\nof the member or other cooperative.\n (e) To acquire, own, sell, transfer or pledge shares of capital stock\nor bonds or other securities of any corporation or association engaged\nin any directly related activity or in the warehousing, handling or\nmarketing of any of the products handled by the corporation.\n (f) To establish reserves, and to invest the funds thereof in bonds or\nin such other property as may be provided in the by-laws.\n (g) To establish, secure, own and develop patents, trademarks and\ncopyrights.\n (h) To set forth in its certificate of incorporation, by-laws or\nmember contracts the number, qualifications, classifications,\nobligations and relative rights of its members; and general rules as to\nthe property and funds of the corporation, the property rights, voting\nrights and interests of members and of its several classes of members,\nthe admission of new members, the resignation or removal of members, the\ntransfer, suspension, termination, forfeiture, retirement and purchase\nof membership and membership certificates (including shares of stocks),\nthe methods thereof, the distribution to members, the making of\ncontracts with its members and with others, the holding of meetings and\nelections, the establishment of voting districts, and the election of\ndelegates to represent the members in such districts or to represent\naffiliated corporations or associations.\n (i) To adopt and amend by-laws, consistent with law and the\ncertificate of incorporation, including emergency by-laws made pursuant\nto subdivision seventeen of section twelve of the state defense\nemergency act, relative to the foregoing subjects, the conduct and\nmanagement of the affairs of the corporation, the calling and conduct of\nmeetings, the amount of stock or the number or proportion of members or\ndelegates which must be represented at meetings of the shareholders,\nmembers or delegates to constitute a quorum, the manner of voting, the\nelection, appointment, removal, powers, duties, terms and compensation\nof its officers, directors and committees, and the fixing of procedures\nand liabilities in case of violations of the by-laws or of the\nobligations of members, officers or directors.\n (j) To become a member of any other cooperative corporation with such\nrights, powers and representations as may be prescribed in the\ncertificate of incorporation or the by-laws of the latter corporation.\n (k) To act as agent for a non-member in the performance of such\nservices as are permitted under this chapter for its members.\n (l) To enter into all proper contracts and agreements with any other\ncooperative corporation for the cooperative and more economical carrying\non of its business or any portion thereof, or for the employment of\ncommon facilities or agencies.\n (m) To act as an agency for, or subsidiary of, any other cooperative\ncorporation or corporations.\n (n) To act as a holding corporation for the properties of any other\ncooperative corporation or corporations.\n (o) To borrow money and contract debts, when necessary for the\nexercise of its corporate rights and purposes; to issue and dispose of\nits obligations for any amount so borrowed; and to pledge its property\nand franchises to secure the payment of its debts.\n (p) To limit the amount of indebtedness which may be incurred by it or\non its behalf.\n (q) To possess and exercise all powers, rights and privileges,\nincluding the acquisition of real property, necessary, suitable or\nincidental to the purposes or activities for which the corporation is\norganized or in which it is engaged.\n