17-4617.   Consolidation.(a) Any two or more cooperatives may consolidate into a new cooperative bycomplying with the following requirements:

      (1)   The proposition for the consolidation of the consolidatingcooperatives into the new cooperative and proposed articles ofconsolidation shall be submitted to a meeting of the members of eachconsolidating cooperative, the notice of which shall have attached a copyof the proposed articles of consolidation; and

      (2)   if the proposed consolidation and the proposed articles ofconsolidation, with any amendments, are approved by the affirmative voteof not less than 2/3 of the members of each consolidating cooperativevoting at each such meeting, articles of consolidation in the formapproved shall be executed on behalf of eachconsolidating cooperative by its president or vice-president and attested by itssecretary.

      (b)   Voting on the proposed articles of consolidation shall be inaccordance with subsection (e) of K.S.A. 17-4610 and amendments thereto.

      (c)   The articles of consolidation shall recite that they are executedpursuant to this act and shall state:

      (1)   The name of each consolidating cooperative and the address ofits principal office;

      (2)   the name of the new cooperative and the address of itsprincipal office;

      (3)   a statement that each consolidating cooperative agrees to theconsolidation;

      (4)   the names and addresses of the trustees of the new cooperative;and

      (5)   the terms and conditions of the consolidation and the mode ofcarrying the same into effect, including the manner in which the membersof the consolidating cooperatives may or shall become members of thenew cooperative.

      Such articles may contain any provisions not inconsistent withthis act deemed necessary or advisable for the conduct of the businessof the new cooperative.

      (d)   The president or vice-president of each consolidating cooperativeexecuting the articles of consolidation shall make and annex thereto anaffidavit stating that the provisions of this section in respect of sucharticles were duly complied with by such cooperative.

      History:   L. 1941, ch. 185, § 17;L. 1989, ch. 79, § 1;L. 2000, ch. 39, § 12; July 1.