A corporation organized under the laws of this State and supplying or authorized to supply energy may be converted into a cooperative by complying with the following requirements and shall become subject to this chapter with the same effect as if originally organized under this chapter:
(1)The proposition for the conversion of a corporation into a cooperative and proposed articles of conversion to give effect to shall be submitted to a meeting of the members or stockholders of a corporation, the notice of which shall have attached a copy of the proposed articles of conversion.
(2)If the proposition for the conversion of a corporation into a cooperative and the proposed articles of conversion, with amendments, are approved by the affirmative vote of not less than two-thirds of those membe
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A corporation organized under the laws of this State and supplying or authorized to supply energy may be converted into a cooperative by complying with the following requirements and shall become subject to this chapter with the same effect as if originally organized under this chapter:
(1) The proposition for the conversion of a corporation into a cooperative and proposed articles of conversion to give effect to shall be submitted to a meeting of the members or stockholders of a corporation, the notice of which shall have attached a copy of the proposed articles of conversion.
(2) If the proposition for the conversion of a corporation into a cooperative and the proposed articles of conversion, with amendments, are approved by the affirmative vote of not less than two-thirds of those members of such corporation voting at the meeting, or, if such corporation is a stock corporation, by the affirmative vote of the holders of not less than two-thirds of the shares of the capital stock of the corporation represented at the meeting and voting articles of conversion in the form approved shall be executed and acknowledged on behalf of the corporation by its president or vice president and its seal shall be affixed to it and attested by its secretary.
(3) The articles of conversion shall recite that they are executed pursuant to this chapter and shall state: (A) the name of the corporation and the address of its principal office prior to its conversion into a cooperative; (B) the statute or statutes under which it was organized; (C) a statement that the corporation elects to become a cooperative subject to this chapter; (D) its name as a cooperative; (E) the address of the principal office of the cooperative; (F) the names and addresses of the directors of the cooperative; and (G) the manner in which members or stockholders of the corporation may become members of the cooperative; and may contain any provisions not inconsistent with law or this chapter deemed necessary or advisable for the conduct of the business of the cooperative. The president or vice president executing articles of conversion shall make and attach to an affidavit stating that the provisions of this section were duly complied with in respect of such articles. The articles of conversion shall be deemed to be the articles of incorporation of the cooperative. (Amended 1999, No. 143 (Adj. Sess.), § 18; 2023, No. 85 (Adj. Sess.), § 422, eff. July 1, 2024.)