17-1636. Disposition of property, assets and good will; notice to stockholders. Any cooperative association or corporation, created, organized or existing under the provisions of article 15 or article 16 of chapter 17 of the Kansas Statutes Annotated, and any amendments thereto, or any cooperative association or corporation organized under similar statutes of other states and licensed to do business in the state of Kansas, shall have the additional right and power to make disposition of all or substantially all of the association's or corporation's property, assets and good will, or good will, by sale, lease, exchange, or otherwise, to such individual, association, partnership, or corporation on such terms and conditions and for such consideration as the board of directors thereof may determine. Such transaction shall be authorized or approved by the vote of not less than 2/3 in number of the members or holders of voting stock or, in the case of any such association or corporation whose stockholders vote by shares, the holders of 2/3 in amount of the outstanding shares of capital stock entitled to vote, represented and voting at any meeting duly called and held for such purpose in accordance with the bylaws, and upon written notice sent by first-class mail to every member or stockholder at such member's or stockholder's last-known post-office address at least 10 days prior to such meetings. In lieu of the vote of 2/3 of the members or the vote of holders of 2/3 in amount of the outstanding shares of capital stock entitled to vote, the rights and powers granted by this section may be authorized by an association which is organized by a one person one vote plan by a vote of 2/3 of the voting members or voting stockholders present and voting at any duly called meeting when approved by the unanimous vote of the board of directors present.
History: L. 1939, ch. 157, § 1; L. 1951, ch. 203, § 1; L. 1968, ch. 379, § 4; L. 1992, ch. 227, § 30; July 1.
Structure Kansas Statutes
Article 16 - Cooperative Marketing
17-1601 Purpose of cooperative marketing act.
17-1602 Definitions, nonprofit character of associations.
17-1603 Incorporation of associations.
17-1604 Purposes of association.
17-1605 Powers of association.
17-1606 Members or stockholders.
17-1607 Articles of incorporation.
17-1612 Officers; requirements; elections.
17-1613 Certificate of membership; stock and stockholders.
17-1614 Removal of director or officer.
17-1615 Matters subject to referendum, when.
17-1616 Marketing contracts; injunction to prevent breach.
17-1617a Interest in other cooperative association or corporation.
17-1618 Annual report; annual report fee. [See Revisor's Note]
17-1621 Adoption of act by existing corporations.
17-1625 Application and recording fee.
17-1626 Conflicting laws not to apply; exemptions under existing laws to apply.
17-1627 Limitation of use of term "co-operative."
17-1628 Application of general corporation code.
17-1630 Meetings of stockholders and directors; resident agent.
17-1631 Dissolution for failure to carry on business; receivers.
17-1632 Contracts fixing resale prices.
17-1635 Same; invalidity of part.
17-1636 Disposition of property, assets and good will; notice to stockholders.
17-1637 Merger or consolidation of cooperative associations and corporations.
17-1639 When mergers effective; rights and liabilities to surviving association.
17-1640 Surviving association right to issue bonds or other obligations.