§ 43-38-1008 — Filing notice of dissolution and effect

(a) If dissolution of the cooperative is approved pursuant to § 43-38-1002(a) , the cooperative shall file with the secretary of state a notice of dissolution that contains: (1) The name of the cooperative; and (2) If the dissolution is approved pursuant to § 43-38-1002(f) , the date of the meeting at which the resolution was approved, and a statement that the requisite vote of the members was received, or that members validly took action without a meeting. (b) When the notice of dissolution has been filed with the secretary of state, the cooperative shall cease to carry on its business, except to the extent necessary for the winding up of the business of the cooperative. The members shall retain the right to revoke the dissolution in accordance with § 43-38-1013 and the right to remove or appoint directors or officers. The cooperative existence continues to the extent necessary to wind up the affairs of the cooperative until the dissolution is revoked or articles of termination are filed with the secretary of state. (c) As part of winding up, the cooperative may participate in a merger with another cooperative or one (1) or more domestic business entities under §§ 43-38-122 and 43-38-123 , but the dissolved cooperative shall not be the surviving business entity. (d) The filing with the secretary of state of a notice of dissolution does not affect any remedy in favor of the cooperative or any remedy against it or its members, directors, or officers in those capacities, except as provided in § 43-38-1010 .

Legislative History

Acts 2004, ch. 534, § 32.