Chapter 23.100 RCW

LIMITED COOPERATIVE ASSOCIATIONS

Sections

GENERAL PROVISIONS
HTMLPDF 23.100.0101Short title.
HTMLPDF 23.100.0102Definitions.
HTMLPDF 23.100.0103Nature of limited cooperative association.
HTMLPDF 23.100.0104Purpose and duration of limited cooperative association.
HTMLPDF 23.100.0105Powers.
HTMLPDF 23.100.0106Governing law.
HTMLPDF 23.100.0107Requirements of other laws.
HTMLPDF 23.100.0108Relation to restraint of trade and antitrust laws.
HTMLPDF 23.100.0109Effect of organic rules.
HTMLPDF 23.100.0110Required information.
HTMLPDF 23.100.0111Business transactions of member with limited cooperative association.
HTMLPDF 23.100.0112Dual capacity.
HTMLPDF 23.100.0113Use of the term "cooperative" in name.
HTMLPDF 23.100.0114Subjects covered outside chapter.
ORGANIZATION OF LIMITED
COOPERATIVE ASSOCIATION
HTMLPDF 23.100.0201Formation of limited cooperative association—Articles of organization.
HTMLPDF 23.100.0202Organization of limited cooperative association.
HTMLPDF 23.100.0203Bylaws.
HTMLPDF 23.100.0204Executing of records to be delivered for filing to secretary of state.
AMENDMENT OF ORGANIC RULES OF
LIMITED COOPERATIVE ASSOCIATION
HTMLPDF 23.100.0301Authority to amend organic rules.
HTMLPDF 23.100.0302Notice and action on amendment of organic rules.
HTMLPDF 23.100.0303Method of voting on amendment of organic rules.
HTMLPDF 23.100.0304Voting by district, class, or voting group.
HTMLPDF 23.100.0305Approval of amendment.
HTMLPDF 23.100.0306Restated articles of organization.
HTMLPDF 23.100.0307Amendment or restatement of articles of organization—Filing.
MEMBERS
HTMLPDF 23.100.0401Members.
HTMLPDF 23.100.0402Becoming a member.
HTMLPDF 23.100.0403No agency power of member as member.
HTMLPDF 23.100.0404Liability of members and directors.
HTMLPDF 23.100.0405Right of members and dissociated members to information.
HTMLPDF 23.100.0406Annual meeting of members.
HTMLPDF 23.100.0407Special meeting of members.
HTMLPDF 23.100.0408Notice of members meeting.
HTMLPDF 23.100.0409Waiver of members meeting notice.
HTMLPDF 23.100.0410Quorum of members.
HTMLPDF 23.100.0411Voting by patron members.
HTMLPDF 23.100.0412Allocation of voting power of patron members.
HTMLPDF 23.100.0413Voting by investor members.
HTMLPDF 23.100.0414Voting requirements for members.
HTMLPDF 23.100.0415Manner of voting.
HTMLPDF 23.100.0416Action without a meeting.
HTMLPDF 23.100.0417Districts and delegates—Classes of members.
HTMLPDF 23.100.0418Approval of certain transactions.
HTMLPDF 23.100.0419Notice to members of consumer cooperative.
MEMBER'S INTEREST IN
LIMITED COOPERATIVE ASSOCIATION
HTMLPDF 23.100.0501Member's interest.
HTMLPDF 23.100.0502Patron and investor members' interests.
HTMLPDF 23.100.0503Transferability of member's interest.
DIRECTORS AND OFFICERS
HTMLPDF 23.100.0601Board of directors.
HTMLPDF 23.100.0602No liability as director for limited cooperative association's obligations.
HTMLPDF 23.100.0603Qualifications of directors.
HTMLPDF 23.100.0604Election of directors and composition of board.
HTMLPDF 23.100.0605Term of director.
HTMLPDF 23.100.0606Resignation of director.
HTMLPDF 23.100.0607Removal of director.
HTMLPDF 23.100.0608Suspension of director by board.
HTMLPDF 23.100.0609Vacancy on board.
HTMLPDF 23.100.0610Remuneration of directors.
HTMLPDF 23.100.0611Meetings.
HTMLPDF 23.100.0612Action without meeting.
HTMLPDF 23.100.0613Meetings and notice.
HTMLPDF 23.100.0614Waiver of notice of meeting.
HTMLPDF 23.100.0615Quorum.
HTMLPDF 23.100.0616Voting.
HTMLPDF 23.100.0617Committees.
HTMLPDF 23.100.0618Standards of conduct and liability.
HTMLPDF 23.100.0619Conflict of interest.
HTMLPDF 23.100.0620Other considerations of directors.
HTMLPDF 23.100.0621Right of director or committee member to information.
HTMLPDF 23.100.0622Appointment and authority of officer.
HTMLPDF 23.100.0623Resignation and removal of officers.
INDEMNIFICATION
HTMLPDF 23.100.0701Indemnification and advancement of expenses—Insurance.
CONTRIBUTIONS, ALLOCATIONS,
AND DISTRIBUTIONS
HTMLPDF 23.100.0801Members' contributions.
HTMLPDF 23.100.0802Contribution and validation.
HTMLPDF 23.100.0803Allocation of profits and losses.
HTMLPDF 23.100.0804Distributions.
HTMLPDF 23.100.0805Redemption or repurchase.
HTMLPDF 23.100.0806Limitations on distributions.
HTMLPDF 23.100.0807Liability for improper distributions—Limitation of action.
HTMLPDF 23.100.0808Relation to state securities law.
HTMLPDF 23.100.0809Alternative distribution of unclaimed property, distributions, redemptions, or payments.
DISSOCIATION
HTMLPDF 23.100.0901Member's dissociation.
HTMLPDF 23.100.0902Effect of dissociation.
HTMLPDF 23.100.0903Power of legal representative of deceased member.
DISSOLUTION
HTMLPDF 23.100.1001Dissolution and winding up.
HTMLPDF 23.100.1002Nonjudicial dissolution.
HTMLPDF 23.100.1003Judicial dissolution.
HTMLPDF 23.100.1004Voluntary dissolution before commencement of activity.
HTMLPDF 23.100.1005Voluntary dissolution by the board and members.
HTMLPDF 23.100.1006Winding up.
HTMLPDF 23.100.1007Rescinding dissolution.
HTMLPDF 23.100.1008Distribution of assets in winding up.
HTMLPDF 23.100.1009Known claims against dissolved limited cooperative association.
HTMLPDF 23.100.1010Other claims against dissolved limited cooperative association.
HTMLPDF 23.100.1011Court proceedings.
HTMLPDF 23.100.1012Statement of dissolution.
HTMLPDF 23.100.1013Statement of termination.
ACTIONS BY MEMBERS
HTMLPDF 23.100.1101Derivative action.
DISPOSITION OF ASSETS
HTMLPDF 23.100.1201Disposition of assets not requiring member approval.
HTMLPDF 23.100.1202Member approval of other disposition of assets.
HTMLPDF 23.100.1203Notice and action by board on disposition of assets requiring member approval.
HTMLPDF 23.100.1204Member action on disposition of assets.
CONVERSION AND MERGER
HTMLPDF 23.100.1301Definitions.
HTMLPDF 23.100.1302Conversion authorized.
HTMLPDF 23.100.1303Plan of conversion.
HTMLPDF 23.100.1304Approval of conversion.
HTMLPDF 23.100.1305Amendment or abandonment of plan of conversion.
HTMLPDF 23.100.1306Statement of conversion—Effective date of conversion.
HTMLPDF 23.100.1307Effect of conversion.
HTMLPDF 23.100.1308Merger authorized.
HTMLPDF 23.100.1309Plan of merger.
HTMLPDF 23.100.1310Approval of merger.
HTMLPDF 23.100.1311Amendment or abandonment of plan of merger.
HTMLPDF 23.100.1312Statement of merger—Effective date of merger.
HTMLPDF 23.100.1313Effect of merger.
HTMLPDF 23.100.1314Relationship to other laws.
HTMLPDF 23.100.1315Charitable assets.
HTMLPDF 23.100.1316Status of filings.
HTMLPDF 23.100.1317Nonexclusivity.
HTMLPDF 23.100.1318Reference to external facts.
HTMLPDF 23.100.1319Alternative means of approval of conversion or merger.
HTMLPDF 23.100.1320Subjects covered.
MISCELLANEOUS PROVISIONS
HTMLPDF 23.100.1501Uniformity of application and construction—2019 c 37.
HTMLPDF 23.100.1502Relation to electronic signatures in global and national commerce act.
HTMLPDF 23.100.1503Savings—2019 c 37.