§ 17-10-239 — Winding up

(a) After the notice of intent to dissolve has been filed
with the secretary of state, the board, or the officers acting
under the direction of the board, shall proceed as soon as
possible:
(i) To collect or make provision for the collection
of all debts due or owing to the cooperative, including unpaid
subscriptions for shares; and
(ii) To pay or make provision for the payment of all
debts, obligations and liabilities of the cooperative according
to their priorities.
(b) After the notice of intent to dissolve has been filed
with the secretary of state, the board may sell, lease, transfer
or otherwise dispose of all or substantially all of the property
and assets of the dissolving cooperative without a vote of the
members.
(c) Tangible and intangible property, including money,
remaining after the discharge of the debts, obligations and
liabilities of the cooperative may be distributed to the members
and former members as provided in the bylaws. If previously
authorized by the members, the tangible and intangible property
of the cooperative may be liquidated and disposed of at the
discretion of the board.