10-2128. Membership in a generation and
transmission cooperative; voting; nonliability


A. Only electric utilities and other persons as the bylaws provide are eligible to
be members of a generation and transmission cooperative. All incorporators shall be
original members of a generation and transmission cooperative, and new members may be
admitted by a majority vote of all voting delegates. The bylaws may prescribe additional
qualifications, limitations and classifications and rights concerning membership.


B. The articles of incorporation or the bylaws of a generation and transmission
cooperative may provide for classifications of members in a generation and transmission
cooperative.


C. The bylaws shall provide the number of voting delegates that each member may
designate. The bylaws may provide that each classification of members may designate a
different number of voting delegates.


D. Members are entitled to vote as members only through their duly designated
voting delegate. A reference in this article to approval or votes by members refers to
the members approving or voting through their voting delegates.


E. A member is not liable or responsible for the acts, debts, liabilities or
obligations of the generation and transmission cooperative, and the property of the
members is not subject to execution for such acts, debts, liabilities or obligations
unless the member otherwise agrees.