New York · statute · N.Y. Cooperative Corporations Law · 74 active provisions
CHAPTER 712 AN ACT relating to cooperative corporations, constituting chapter seventy-seven of the consolidated laws Became a law April 11, 1951, with the approval of the Governor. Passed by a majority vote, three-fifths being present. The People of the State of New York, represented in Senate and Assembly, do enact as…
ARTICLE 1 SHORT TITLE; POLICY; DEFINITIONS Section 1. Short title. 2. Declaration of policy. 3. Definitions. 4. Applicability. 5. Applicability of business corporation law to cooperative corporations.
Section 1. Short title. This chapter shall be known as the "cooperative corporations law."
§ 2. Declaration of policy. It is the declared policy of this state, as one means of improving the economic welfare of its people, particularly those who are producers, marketers or consumers of food products, to encourage their effective organization in cooperative associations for the rendering of mutual help and ser…
§ 3. Definitions. (a) The term "agricultural product" means any product of cultivating land, and includes floricultural, horticultural, viticultural, forestry, nut, dairy, livestock, poultry, bee and any farm products or by-products thereof. (b) The terms "feed," "food," and "food products" mean any substance capable o…
§ 4. Applicability. This chapter applies to (a) every corporation heretofore or hereafter formed under this chapter, or under any other general statute or special act of this state, which would, if it were to be formed currently under the laws of this state, be formed under this chapter, and (b) every corporation forme…
§ 5. Applicability of business corporation law to cooperative corporations. 1. The business corporation law applies to every corporation heretofore or hereafter formed under this chapter, or under any other statute or special act of this state, or under laws other than the statutes of this state, which has as its purpo…
ARTICLE 2 FORMATION AND DISSOLUTION OF COOPERATIVE CORPORATIONS; CLASSES; POWERS; BY-LAWS Section 10. Classes of corporations. 11. Certificate of incorporation. 12. Amendments to certificate of incorporation. 13. Purposes for which general cooperative corporations may be formed. 14. General powers. 15. Filing certifica…
§ 10. Classes of corporations. A cooperative corporation shall be either stock or non-stock. A stock cooperative shall issue to members shares of stock evidencing membership and may issue, to members or others, shares of stock of a different class or classes not evidencing membership.
§ 11. Five or more persons may form a corporation, under this chapter, by making, acknowledging and filing a certificate of incorporation which shall state: 1. Its name. The name shall include the word "Cooperative." 2. Its purposes, as permitted by this chapter. 3. Its duration. 4. The city, village or town and the co…
§ 12. Amendments to certificate of incorporation. The certificate of incorporation of any cooperative corporation may be amended as approved by the affirmative vote of two-thirds of the members voting thereon at any regular or special meeting, or, if the corporation permits its members to vote on the basis of patronage…
§ 13. Purposes for which general cooperative corporations may be formed. A cooperative corporation may be created under this chapter primarily for mutual help, not conducted for profit, for the purposes of assisting its members, including other cooperatives with which it is affiliated, by performing services connected…
§ 14. General powers. In addition to the powers and rights set out in the business corporation law or, in the case of a membership cooperative, the not-for-profit corporation law and subject thereto and subject to the provisions of this chapter, a cooperative corporation shall have the following additional specific pow…
§ 15. Filing certificate. No certificate of incorporation, and no amendment thereof, and no certificate of merger or consolidation shall take effect until it has been filed with the secretary of state. The secretary of state shall provide copies of such certificates or amendments to the commissioner of agriculture and…
§ 16. By-laws. The by-laws may provide for their amendment by the board of directors; but any amendment adopted by the board shall be reported to the annual meeting of the corporation and, if not affirmatively approved thereat, shall cease to be in effect. By-laws may be adopted, repealed or amended on the affirmative…
§ 17. Voluntary dissolution. A cooperative corporation may, at any meeting and upon due and express notice previously given, by vote of two-thirds of all of the members or stockholders voting thereon, discontinue its operations and settle its affairs. Thereupon it shall designate a committee of three members who shall,…
§ 18. Jurisdiction of the supreme court. In the case of a corporation dissolving as provided in this chapter, the supreme court, upon the petition of the committee or a majority of them, or in a proper case, upon the petition of a creditor or member, or upon the petition of the attorney-general, upon notice to all of t…
ARTICLE 3 MEMBERS AND MEETINGS Section 40. Certificate of membership. 41. Representation of members. 42. Forfeiture of membership. 43. Resignation of members. 44. Voting by members. 45. Voting by delegates. 46. Proportionate voting. 47. Liability of members.
§ 40. Certificate of membership. Every corporation shall issue to each member, upon full payment therefor, a certificate of membership (whether evidenced by stock or otherwise) which shall not be transferable otherwise than as may be prescribed in this chapter, the certificate of incorporation and by-laws. The corporat…
§ 41. Representation of members. If a member be other than a natural person, such member may be represented by any individual duly authorized in writing filed with the corporation.
§ 42. Forfeiture of membership. In accordance with provisions therefor in the by-laws, any person shall forfeit his membership upon proof that he has ceased to be engaged in the occupation or occupations for the servicing of which the corporation was formed, or has ceased to have the qualifications requisite for member…
§ 43. Resignation of members. Any member of a non-stock corporation may, subject to fulfilling the liability, contractural or otherwise, then incurred by him as a member of such corporation, resign and withdraw from such corporation, in accordance with provisions therefor in the by-laws.
§ 44. Voting by members. Except as otherwise provided in this chapter and section two hundred fifty-eight-l of the agriculture and markets law, each member shall be entitled to one vote only. Vote by proxy shall be permitted only to the extent provided by the by-laws which are consistent with the provisions of this cha…
§ 45. Voting by delegates. A cooperative corporation may, by by-law, provide for a method of voting for the election of a delegate or delegates from each of its designated districts or local associations, and for voting by such delegates. As provided in the by-laws, each delegate may have one vote in the affairs of the…
§ 46. Proportionate voting. A corporation incorporated under this chapter may provide in its certificate of incorporation for proportionate or unequal voting rights of all its members, based upon the patronage of said members, which shall be exercised when and as provided in the by-laws of the corporation, except that…