17-2230.   Voluntary and involuntary dissolution; procedures;liquidation procedure.(a) Voluntary. At a meeting especially called to consider thematter, a majority of the entire membership may vote to dissolve the creditunion, provided a copy of the notice was mailed to the administrator atleast 10 days prior thereto. Any member not present at such meetingmay, within the next 20 days, vote in favor of dissolution bysigning a statement in form approved by the administrator and such voteshall have the same force and effect as if cast at such meeting. The creditunion shall thereupon immediately cease to do business except for thepurposes of liquidation, and the executive officer of theboard and secretary of the board shall, within five days followingsuch meeting, notify the administrator of intention toliquidate and shall include a list of the names of the directors andofficers of the credit union together with their addresses. Any creditunion which has voted to enter into voluntary dissolution may by action ofits board of directors make a written application to the administrator forthe appointment of a liquidating agent and the administratorshall then exercisesuch powers of appointment, control and supervision of aliquidating agent as isprovided in K.S.A. 17-2206, andamendments thereto, and liquidate such credit union in accordance with theprovisions of this section.

      (b)   Involuntary. If it shall appear that any credit union is insolvent,or that it has violated any of the provisions ofthis act, the administrator may order such credit union to correct suchcondition and shall grant it a reasonable time under the circumstances ofthe case within which to comply, and failure to do so shall afford groundsfor revocation of the corporate charter or the appointment of aconservator.When the administrator finds thata credit union is insolvent, the administrator, pursuant to order, shallbecome the conservator and mayappointan agent and require the agent to give such bond as theadministratordeems proper. The administratoralso shall fix reasonable compensation for the agent but thesame shallbe subject to approval of the district court of the county wherein suchcredit union is located upon application of any party in interest. Theadministrator may appoint as agent any person, the Kansascreditunion league, or the insurer or guarantee corporationrequired under K.S.A. 17-2246, and amendments thereto, for the credit unioninvolved. Upon an order of the administrator to liquidatesuch credit union, such agent shall follow the liquidation procedure set outherein.Any agent appointed shall make a complete report to theadministratorcovering the acts and proceedings as such agent. Theadministrator may remove any agent, with or without cause, and appoint asuccessor. The agent, under thedirection of the administrator, shall take charge of any insolvent creditunion and all of its assets and property and liquidate the affairs andbusiness for the benefit of its creditors and shareholdersas provided in this section. The agent may sell or compound all bad and doubtful debts and sellall theproperty of any such credit union upon such terms as the administratorshall approve. The administrator shall have the general supervision of allthe acts of the agent. All claims of creditors andshareholders must befiled with the agent within one year after the date oftheagent's appointment, and if any shareholder claim or creditor claim is notso filedthen it shall be barred from participation in the estate and assets of anysuch credit union. The agent of any insolvent credit union mayborrowmoney and pledge the assets of such insolvent credit union but only uponprior written approval of the administrator. At least once each year theadministrator shall examine every credit union in the hands ofan agent and copies of such examination reports shall be available to anyinterestedshareholder or creditor by written request made to the administrator. Everyagent shall submit the records and affairs of such creditunion to anexamination by the administrator or the administrator's assistantand examiners whenever theagent is requested to do so. The agent of any credit unionshall make reportsto the administrator in the same manner as required of other credit unions.

      (c)   Liquidating procedure. The credit union shall continue inexistence for the purpose of discharging its debts, collecting anddistributing its assets, and doing all acts required in order to wind upits business and may sue and be sued for the purpose of enforcing suchdebts and obligations until its affairs are fully adjusted.

      The board of directors, or the liquidating agent shall usethe assets of thecredit union to pay in the following order: (1) Expensesincidental to liquidationincluding any surety bond that may be required; (2) remainingliabilities other than shareholdings; and (3) the assets thenremaining, if any, shall be distributed to the savings held by each memberor other shareholder as of the date dissolution was voted.

      As soon as the board or the liquidating agent determinesthat all assets fromwhich there is a reasonable expectancy of realization have been liquidatedand distributed as set forth in this section, they shall execute acertificate of dissolution on a form prescribed by the administrator andfile same with the register of deeds of the county wherein the credit unionhad its registered office, who shall, after recording and indexing same,forward it to the administrator, whereupon such credit union shall bedissolved. The administrator shall furnish a copy of the certificate ofdissolution to the secretary of state.

      History:   L. 1963, ch. 140, § 12; L. 1965, ch. 153,§ 9; L. 1968, ch. 160, § 16; L. 1972, ch. 57, § 3; L. 1983, ch.84, § 1;L. 1987, ch. 86, § 3;L. 1992, ch. 225, § 13; July 1.