BILL REQ. #: S-3701.1
State of Washington | 62nd Legislature | 2012 Regular Session |
Read first time 01/12/12. Referred to Committee on Judiciary.
AN ACT Relating to the nonprofit miscellaneous and mutual corporations act; and amending RCW 24.06.032.
BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF WASHINGTON:
Sec. 1 RCW 24.06.032 and 2004 c 265 s 40 are each amended to read
as follows:
(1) In addition to any other rights and powers granted under this
chapter, any mutual or miscellaneous corporation that was organized
under this chapter prior to June 10, 2004, and conducts its business on
a cooperative basis is entitled, by means of an express election
contained in its articles of incorporation or bylaws, to avail itself
of part or all of the additional rights and powers granted to
cooperative associations under RCW 23.86.105(1), 23.86.160, and
23.86.170, and, if the corporation is a consumer cooperative, under RCW
23.86.030 (1) and (2).
(2) Any other provision of this chapter notwithstanding:
(a) A consumer cooperative organized under this chapter may give
notice to its members of the place, day, and hour of its annual meeting
not less than ten nor more than one hundred twenty days before the date
of the annual meeting.
(b) A consumer cooperative organized under this chapter may satisfy
any provisions of this chapter requiring that certain information or
materials must be set forth in a writing accompanying or contained in
the notice of a meeting of its members, by: (i) Posting the
information or materials on an electronic network not less than thirty
days prior to the meeting at which such information or materials will
be considered by members; and (ii) delivering to those members who are
eligible to vote a notification, either in a meeting notice authorized
under this chapter or in such other reasonable form as the board of
directors may specify, setting forth the address of the electronic
network at which and the date after which such information or materials
will be posted and available for viewing by members eligible to vote,
together with comprehensible instructions regarding how to obtain
access to the information and materials posted on the electronic
network. A consumer cooperative that elects to post information or
materials required by this chapter on an electronic network shall, at
its expense, provide a copy of such information or materials in a
written or other tangible medium to any member who is eligible to vote
and so requests.
(c) The articles of incorporation or bylaws of a consumer
cooperative organized under this chapter may provide that the annual
meeting of its members need not involve a physical assembly at a
particular geographic location if the meeting is held by means of
electronic or other remote communications with its members, in a
fashion that its board of directors determines will afford members a
reasonable opportunity to read or hear the proceedings substantially
concurrently with their occurrence, to vote by electronic transmission
on matters submitted to a vote by members, and to pose questions of and
make comments to management, subject to such procedural guidelines and
limitations as its board of directors may adopt. Members participating
in an annual meeting by means of electronic or other remote
communications technology in accordance with any such procedural
guidelines and limitations shall be deemed present at the meeting for
all purposes under this chapter. For any annual meeting of members
that is conducted by means of electronic or other remote communications
without a physical assembly at a geographic location, the address of
the electronic network or other communications site or connection
specified in the notice of the meeting shall be deemed to be the place
of the meeting.