2021 Oregon Revised Statutes
Chapter 062 - Cooperatives
Section 62.165 - Actions in excess of authority.


(1) A member, shareholder or director against the cooperative to enjoin any act or transfer of property to or by the cooperative. If the unauthorized acts or transfer sought to be enjoined are being, or are to be, performed or made pursuant to any contract to which the cooperative is a party, the court may, if all of the parties to the contract are parties to the proceeding and if it deems the same to be equitable, set aside and enjoin the performance of the contract, and in so doing may allow to the cooperative or to the other parties to the contract, as the case may be, compensation for the loss or damage sustained by either of them which may result from the action of the court in setting aside and enjoining the performance of the contract but anticipated profits to be derived from the performance of the contract shall not be awarded by the court as a loss or damage sustained.
(2) A cooperative, its legal representative, or through its members or shareholders in a representative suit, against the officers or directors or former officers or directors of the cooperative.
(3) The Attorney General against the cooperative in an action to dissolve the cooperative or to enjoin it from the transaction of unauthorized business. [1957 c.716 §11]

Structure 2021 Oregon Revised Statutes

2021 Oregon Revised Statutes

Volume : 02 - Business Organizations, Commercial Code

Chapter 062 - Cooperatives

Section 62.015 - Definitions.

Section 62.025 - Filing requirements.

Section 62.035 - Effective time and date of document.

Section 62.040 - Correcting filed document.

Section 62.050 - Filing duty of Secretary of State.

Section 62.060 - Evidentiary effect of copy of filed document.

Section 62.065 - Certificate of existence.

Section 62.125 - General powers.

Section 62.128 - Reserved name.

Section 62.131 - Cooperative name.

Section 62.145 - Membership.

Section 62.155 - Registered office and registered agent; service of process on cooperative.

Section 62.165 - Actions in excess of authority.

Section 62.175 - Capital stock; membership stock.

Section 62.185 - Certificates of stock; contents.

Section 62.195 - Voting by shareholders.

Section 62.205 - Subscription agreement for shares or agreement to pay a membership fee; default.

Section 62.235 - Recall, exchange or redemption of stock or other evidence of equity by cooperative.

Section 62.245 - Missing certificates or evidence of interest in cooperative; missing records relating to redemption of interest in cooperative.

Section 62.251 - Notice to directors, members and shareholders.

Section 62.255 - Meetings of members.

Section 62.265 - Voting by members.

Section 62.275 - Quorum of members.

Section 62.280 - Board of directors.

Section 62.283 - Standard of conduct for directors; permissible reliance on opinions and reports of others; limitation of liability.

Section 62.284 - Director conflict of interest.

Section 62.285 - Meetings of board of directors.

Section 62.286 - Loans to or guarantees for directors.

Section 62.290 - Executive committee.

Section 62.295 - Officers.

Section 62.300 - Compensation and benefits to directors, officers and employees.

Section 62.335 - Action brought in right of cooperative by member or shareholder; attorney fees.

Section 62.355 - Cooperative contracts.

Section 62.360 - Recording cooperative contracts.

Section 62.365 - Relief against breach or threatened breach of contract; penalty for interference.

Section 62.415 - Apportionment and distribution of net proceeds or savings or net losses.

Section 62.425 - Unclaimed distribution, redemptions or payments.

Section 62.430 - Payments in name of deceased owner of capital credits or retains in cooperative.

Section 62.435 - Sale or other disposition of entire assets.

Section 62.440 - Books and records; attorney fees.

Section 62.455 - Annual report; form; effect of error; update of information.

Section 62.462 - Definitions for ORS 62.462 to 62.482.

Section 62.464 - Authority to indemnify director; report to members.

Section 62.468 - Advance for expenses.

Section 62.472 - Court-ordered indemnification.

Section 62.474 - Determination and authorization of indemnification.

Section 62.476 - Indemnification of officers, employees and agents.

Section 62.482 - Application of ORS 62.462 to 62.482.

Section 62.513 - Contents of articles of incorporation; rules.

Section 62.555 - Right to amend articles of incorporation.

Section 62.560 - Shareholder voting on amendments to articles.

Section 62.565 - Articles of amendment; effect of amendment.

Section 62.570 - Restated articles.

Section 62.605 - Definitions for ORS 62.605 to 62.623.

Section 62.607 - Conversion.

Section 62.609 - Action on plan of conversion.

Section 62.611 - Articles and plan of conversion.

Section 62.613 - Effect of conversion; entity existence continues.

Section 62.617 - Merger; plan of merger.

Section 62.619 - Action on plan of merger.

Section 62.621 - Articles and plan of merger.

Section 62.623 - Effect of merger.

Section 62.655 - Voluntary dissolution by act of cooperative.

Section 62.665 - Procedure for dissolution.

Section 62.680 - Articles of dissolution.

Section 62.695 - Jurisdiction of court to dissolve cooperative and liquidate assets and business of cooperative.

Section 62.702 - Procedure for dissolution of cooperative by court.

Section 62.704 - Judgment of dissolution issued by court.

Section 62.708 - Effect of dissolution.

Section 62.712 - Disposition of known claims against dissolved cooperative.

Section 62.714 - Notice of dissolution; presentation of claims against cooperative.

Section 62.720 - Presumption of abandonment; procedure for agriculture cooperatives and others.

Section 62.765 - Definitions for ORS 62.765 to 62.792.

Section 62.768 - Election to be governed as employee cooperative; corporate name.

Section 62.774 - Qualifications of members; membership shares; rights of members.

Section 62.777 - Membership powers.

Section 62.780 - Apportionment of net earnings or losses.

Section 62.783 - Internal capital accounts; redemption of shares; collective reserve account.

Section 62.786 - Internal capital account cooperative.

Section 62.789 - Procedure for revocation of election; limits on merger.

Section 62.800 - Short title; purpose; resolution of conflicts.

Section 62.803 - Definitions for ORS 62.800 to 62.815.

Section 62.806 - Election as nonprofit cooperative.

Section 62.809 - Requirements for membership in cooperative; acceptance and entitlements of member; membership after sale of dwelling.

Section 62.812 - Distribution of cooperative assets upon dissolution.

Section 62.813 - Lienholder’s rights; rights and obligations on transfer of title; storage agreements.

Section 62.815 - Prohibited actions.

Section 62.850 - Use of term "cooperative."

Section 62.870 - Notice to members of agricultural cooperative; date; contents; effect of failure to send notice.

Section 62.992 - Penalty for signing false document.