499.65 Objection of members — purchase of shares upon demand.
1. If a voting member or voting shareholder of a cooperative association which is a party to a merger or consolidation files with the cooperative association, prior to or at the meeting of members at which the plan is submitted to a vote, a written objection to the plan of merger or consolidation, and votes in opposition to the plan, and the member or shareholder, within twenty days after the merger or consolidation is approved by the other members, makes written demand on the surviving or new association for payment of the fair value of that member’s or shareholder’s interest as of the day prior to the date on which the vote was taken approving the merger or consolidation, the surviving or new association shall pay to the member or shareholder, upon surrender of that person’s certificate of membership or shares of stock, the fair value of that person’s interest as provided in section 499.66. A member or shareholder who fails to make demand within the twenty-day period is conclusively presumed to have consented to the merger or consolidation and is bound by its terms.
2. In the event that a dissenting member or shareholder does business with the surviving or new association before payment has been made for that person’s membership or stock, the dissenting member or shareholder is deemed to have consented to the merger or consolidation and to have waived all further rights as a dissenting member or shareholder.
[C71, 73, 75, 77, 79, 81, §499.65]
86 Acts, ch 1196, §7; 92 Acts, ch 1147, §2; 2018 Acts, ch 1041, §127
Referred to in §499.66
Structure Iowa Code
Chapter 499 - COOPERATIVE ASSOCIATIONS
Section 499.3 - Dealing with nonmembers.
Section 499.4 - Use of term “cooperative” restricted.
Section 499.5 - Permissible organizers.
Section 499.5A - Water utilities — members of federated associations.
Section 499.8 - Contracts authorized.
Section 499.9 - Penalties — performance — injunction — arbitration.
Section 499.10 - Cooperative agreements.
Section 499.11 - Legality declared.
Section 499.12 - Exemption of private property.
Section 499.13 - Membership — eligibility.
Section 499.14 - Membership in nonstock associations.
Section 499.14A - Electric cooperative association memberships.
Section 499.15 - Certificates of membership or stock.
Section 499.16 - Subscriptions — stock or membership.
Section 499.17 - Transfer of stock or membership.
Section 499.18 - Expulsion of members.
Section 499.19 - Cancellation of membership or stock.
Section 499.20 - Withdrawal of members.
Section 499.21 - Obligations not affected.
Section 499.22 - Capital stock.
Section 499.23 - Dividends on common stock.
Section 499.24 - Preferred stock.
Section 499.25 - Issuing preferred stock in purchases.
Section 499.26 - Service charges.
Section 499.27A - Remote participation in meetings of members.
Section 499.28 - Number of votes.
Section 499.29 - Manner of voting.
Section 499.30 - Distribution of earnings.
Section 499.30A - Reversion of disbursements.
Section 499.31 - Control of allocation by members.
Section 499.32 - Patronage dividends of subscribers.
Section 499.33 - Use of revolving fund.
Section 499.34 - Patronage dividend certificates.
Section 499.35 - Time of payment.
Section 499.36A - Standards of conduct for directors.
Section 499.37A - Standards of conduct for officers.
Section 499.38 - Removal of officers and directors.
Section 499.41A - Greater voting or quorum requirements.
Section 499.43 - Existing corporations — option.
Section 499.43A - Existing cooperatives organized under chapter 497 or 498 — conversion option.
Section 499.43B - Existing cooperatives organized under chapter 490 or 491 — option.
Section 499.44 - Execution and filing of documents.
Section 499.44A - Secretary of state — extra services — surcharge.
Section 499.47B - Sale or other disposition of assets other than in regular course of business.
Section 499.47C - Sale or other disposition of assets in exchange for common stock.
Section 499.47D - Consideration of acquisition proposals — community interests.
Section 499.48 - Distribution in liquidation.
Section 499.49 - Biennial report.
Section 499.50 - Notice of delinquent reports.
Section 499.53 - Quo warranto.
Section 499.54 - Foreign associations.
Section 499.55 - Individual exemptions applicable.
Section 499.56 - Conflicting laws.
Section 499.57 - State powers.
Section 499.59 - Personal liability.
Section 499.59A - Indemnification.
Section 499.60 - Chapters inapplicable.
Section 499.63 - Consolidation.
Section 499.64 - Vote of members.
Section 499.65 - Objection of members — purchase of shares upon demand.
Section 499.66 - Value determined.
Section 499.67 - Articles of merger or consolidation.
Section 499.68 - When effective — effect.
Section 499.69 - Foreign and domestic mergers or consolidations.
Section 499.69A - Qualified mergers.
Section 499.70 - Abandonment before filing.
Section 499.71 - Other laws applicable.
Section 499.72 - Registered office and registered agent.
Section 499.73 - Change of registered office or registered agent.
Section 499.73A - Change of principal office.
Section 499.74 - Resignation of registered agent.
Section 499.75 - Service on association.
Section 499.76 - Grounds for administrative dissolution.
Section 499.77 - Procedure for and effect of administrative dissolution.
Section 499.78 - Reinstatement following administrative dissolution.
Section 499.78A - Appeal from denial of reinstatement.
Section 499.79 - Statement to estate of members and stockholders.