§ 5-5A-24. Merger, transfer and dissolution
West's Annotated Code of MarylandCorporations and Associations
MD Code, Corporations and Associations, § 5-5A-24
§ 5-5A-24. Merger, transfer and dissolution
(a)(1) Except as provided in paragraph (2) of this subsection, a cooperative may consolidate, merge, transfer assets, dissolve, or divide in the manner provided in Title 3 of this article.
(2)(i) In the case of a cooperative with more than 10,000 voting members, wherever Title 3 of this article requires the affirmative vote of the members or stockholders, the members and stockholders entitled to vote shall approve the consolidation, merger, transfer of assets, dissolution, or division in the manner provided for in § 5-5A-21(a)(3) of this subtitle for amendments to the articles of incorporation.
(b)(1) A cooperative may, with proper notice, at any regular or special meeting of its members, be dissolved by a vote of two-thirds of the membership voting in person or by mail ballot. This right of dissolution is a right reserved for the membership and not the right of the delegates.
(c) A suit for involuntary dissolution of the cooperative organized under this subtitle may be instituted for the causes and prosecuted in the manner set forth in the general corporate law of Maryland. Assets shall be distributed in a manner set forth in this subtitle.
(d) When a cooperative is dissolved, its assets shall be distributed in the following manner and order:
Credits
Added by Acts 1985, c. 739. Amended by Acts 1988, c. 353; Acts 1998, c. 21, § 1, eff. April 14, 1998.
MD Code, Corporations and Associations, § 5-5A-24, MD CORP & ASSNS § 5-5A-24
Current through legislation effective through April 9, 2023, from the 2024 Regular Session of the General Assembly. Some statute sections may be more current, see credits for details.
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