501A.701 Board governs cooperative.
A cooperative shall be governed by its board of directors, which shall take all action for and on behalf of the cooperative, except those actions reserved or granted to members. Board action shall be by the affirmative vote of a majority of the directors voting at a duly called meeting unless a greater majority is required by the articles or bylaws. A director individually or collectively with other directors does not have authority to act for or on behalf of the cooperative unless authorized by the board. A director may advocate interests of members or member groups to the board, but the fiduciary duty of each director is to represent the best interests of the cooperative and all members collectively.
2005 Acts, ch 135, §35
Structure Iowa Code
Chapter 501A - COOPERATIVE ASSOCIATIONS ACT
Section 501A.101 - Short title.
Section 501A.102 - Definitions.
Section 501A.103 - Requirements for signatures on documents.
Section 501A.201 - General filing requirements.
Section 501A.201A - Secretary of state — extra services — surcharge.
Section 501A.202 - Filing duty of secretary of state.
Section 501A.203 - Effective time and date of documents.
Section 501A.204 - Correcting filed documents.
Section 501A.207 - Appeal from secretary of state’s refusal to file document.
Section 501A.208 - Evidentiary effect of copy of filed document.
Section 501A.209 - Certificate of existence.
Section 501A.210 - Penalty for signing false document.
Section 501A.211 - Secretary of state — powers.
Section 501A.221 - Certificate of authority.
Section 501A.222 - Cancellation of certificate of authority.
Section 501A.231 - Biennial report for secretary of state.
Section 501A.302 - Reserved name.
Section 501A.401 - Registered office and registered agent.
Section 501A.402 - Change of registered office or registered agent.
Section 501A.404 - Service on domestic cooperatives.
Section 501A.405 - Service on foreign cooperative.
Section 501A.501 - Organizational purpose.
Section 501A.502 - Organizers.
Section 501A.503 - Articles of organization.
Section 501A.504 - Amendment of articles.
Section 501A.507 - Cooperative records.
Section 501A.602 - Emergency powers.
Section 501A.603 - Agricultural commodities and products — marketing contracts.
Section 501A.701 - Board governs cooperative.
Section 501A.702 - Number of directors.
Section 501A.703 - Election of directors.
Section 501A.704 - Filling vacancies.
Section 501A.705 - Removal of directors.
Section 501A.706 - Board of directors’ meetings.
Section 501A.708 - Action of board of directors.
Section 501A.709 - Action without a meeting.
Section 501A.710 - Audit committee.
Section 501A.711 - Committees.
Section 501A.712 - Standard of conduct.
Section 501A.713 - Director conflicts of interest.
Section 501A.715 - Indemnification.
Section 501A.802 - Member liability.
Section 501A.803 - Regular members’ meetings.
Section 501A.804 - Special members’ meetings.
Section 501A.805 - Certification of meeting notice.
Section 501A.807 - Remote communications for members’ meetings.
Section 501A.808 - Action of members.
Section 501A.809 - Action without a meeting.
Section 501A.810 - Member voting rights.
Section 501A.811 - Patron member voting based on patronage.
Section 501A.812 - Voting rights.
Section 501A.813 - Voting by organizations and legal representatives.
Section 501A.815 - Sale of property and assets.
Section 501A.816 - Vote of ownership interests held by cooperative.
Section 501A.901 - Membership interests.
Section 501A.902 - Assignment of financial rights.
Section 501A.903 - Nature of a membership interest and statement of interest owned.
Section 501A.904 - Certificated and uncertificated membership interests.
Section 501A.905 - Lost certificates — replacement.
Section 501A.906 - Restriction on transfer or registration of membership interests.
Section 501A.1001 - Authorization, form, and acceptance of contributions.
Section 501A.1002 - Restatement of value of previous contributions.
Section 501A.1003 - Contribution agreements.
Section 501A.1004 - Contribution rights agreements.
Section 501A.1005 - Allocations and distributions — profits, losses, cash, or other assets.
Section 501A.1006 - Allocations and distributions — net income.
Section 501A.1007 - Member control agreements.
Section 501A.1008 - Reversion of disbursements.
Section 501A.1101 - Merger and consolidation.
Section 501A.1102 - Merger of subsidiary.
Section 501A.1103 - Abandonment.
Section 501A.1201 - Methods of dissolution.
Section 501A.1202 - Winding up.
Section 501A.1203 - Revocation of dissolution proceedings.
Section 501A.1204 - Statute of limitations.
Section 501A.1205 - Articles of dissolution.
Section 501A.1206 - Application for court-supervised voluntary dissolution.
Section 501A.1207 - Court-ordered remedies for dissolution.
Section 501A.1208 - Procedure in involuntary or court-supervised voluntary dissolution.
Section 501A.1209 - Receiver qualifications and powers.
Section 501A.1210 - Dissolution action by attorney general — administrative dissolution.
Section 501A.1211 - Filing claims in court-supervised dissolution proceedings.
Section 501A.1212 - Discontinuance of court-supervised dissolution proceedings.
Section 501A.1213 - Court-supervised dissolution order.
Section 501A.1214 - Filing court’s dissolution order.
Section 501A.1215 - Barring of claims.
Section 501A.1216 - Right to sue or defend after dissolution.