185.03 General powers. Unless otherwise provided by its articles, a cooperative may:
(1) Exist perpetually.
(2) Sue and be sued.
(3) Have a seal.
(4) Make contracts, incur liabilities and borrow money; issue certificates representing indebtedness, or representing equity interests in its assets; acquire property; dispose of, mortgage, pledge, lease or otherwise use in any manner any of its property, or any interest therein, wherever situated.
(5) Invest its funds, lend money for its purposes, and hold any property as security for repayment.
(6) Conduct its business and affairs and have offices and exercise its powers in the United States or in any foreign country.
(7) Elect officers and appoint agents, define their duties and fix their compensation.
(8) Make and alter bylaws, consistent with its articles and the laws of this state, for the administration and regulation of its affairs.
(9) Make donations for charitable, scientific, educational or religious purposes.
(10) Effect the forfeiture to the cooperative of unclaimed funds, including all forms of distributions or credits under s. 185.45 (2) (b) and (c), (3) (a) and (b) and (4) (b) and unclaimed stock, membership fees and deposits, if all of the following conditions are met:
(a) No earlier than 3 years and no later than 5 years after the funds are first made available to their owners, the board declares the funds forfeited to the cooperative unless claimed by the date specified in par. (b).
(b) After the declaration under par. (a), the cooperative gives notice that states that the funds shall be forfeited if not claimed by a specified date.
(c) The date specified in the notice under par. (b) is a business day at least 60 days after the date of mailing of the notice.
(d) The notice under par. (b) is mailed to the last-known address of each owner, and the name and address of each owner to whom notice is mailed or an Internet site address where this information is posted, together with a brief description of the reason for the notice, is published as a class 1 notice under ch. 985 on or before the date of mailing in a newspaper published in the municipality containing the service area of the cooperative.
(e) The cooperative dedicates any funds remaining unclaimed after the date specified in par. (b) to educational purposes, limited to providing scholarships or loans to students, or to charitable purposes, as the board determines, within one year after the date the funds are declared forfeited under par. (a).
(11) Cease its activities and surrender its franchise.
(12) Exercise all powers necessary or convenient to effect its purposes.
(13) In anticipation of or during an emergency, as defined in s. 185.07 (4) (a), through its board or members, do any of the following:
(a) Relocate the principal office, designate alternative principal offices or regional offices, or authorize the officers to do so.
(b) Unless emergency bylaws adopted under s. 185.07 (4) provide otherwise, give notice of a meeting of the board only to those directors whom it is practicable to reach, and give notice to them in any practicable manner.
History: 1985 a. 30, 332; 2015 a. 117; 2017 a. 76; 2021 a. 5.
Structure Wisconsin Statutes & Annotations
Wisconsin Statutes & Annotations
185.031 - Refunds after forfeiture.
185.033 - Restriction on changes to articles.
185.034 - Definitions applicable to indemnification and insurance provisions.
185.035 - Mandatory indemnification.
185.036 - Determination of right to indemnification.
185.037 - Allowance of expenses as incurred.
185.038 - Additional rights to indemnification and allowance of expenses.
185.039 - Court-ordered indemnification.
185.04 - Indemnification and allowance of expenses of employees and agents.
185.042 - Indemnification and insurance against securities law claims.
185.045 - Reserved or registered name.
185.06 - Organization meetings.
185.08 - Principal office; registered agent; service of process.
185.09 - Promotion expense; limitation.
185.15 - Notice to members, stockholders or other persons; waiver.
185.21 - Stock; authorization, issuance, control, use, rights.
185.22 - Subscriptions for stock; liability therefor.
185.23 - Missing securities or records.
185.24 - Liability of cooperative for wrongful transfers of its securities.
185.25 - Applicability of ch. 408 to cooperative securities.
185.31 - Directors; number, election, removal and vacancies.
185.32 - Directors; meetings, quorum and waiver of notice.
185.34 - Action without meeting by directors or members.
185.36 - Compensation and benefits to directors, officers and employees.
185.363 - Reliance by directors or officers.
185.365 - Consideration of interests in addition to members' and stockholders' interests.
185.367 - Limited liability of directors and officers.
185.37 - Liability of directors and members.
185.38 - Disposition of assets; right to secure debts.
185.41 - Cooperative contracts.
185.42 - Recording of cooperative contracts; effect thereof.
185.43 - Relief against breach or threatened breach.
185.44 - Application of ss. 185.41 to 185.43; venue of action.
185.45 - Apportionment and distribution of proceeds.
185.47 - Financial books and records; penalty for refusal to produce.
185.48 - Annual reports; filing thereof.
185.50 - Income or franchise tax returns.
185.51 - Amendments to articles.
185.52 - Stockholder voting on amendments to articles.
185.53 - Filing and recording amendments; effect thereof.
185.55 - Amendments by bankruptcy court.
185.61 - Merger and consolidation.
185.62 - Articles of merger or consolidation; effect thereof.
185.63 - Division of a cooperative.
185.64 - Conversion of corporation.
185.71 - Voluntary dissolution.
185.72 - Involuntary dissolution.
185.73 - Liquidation under court supervision.
185.74 - Property not distributed prior to dissolution.
185.76 - Survival of remedy after dissolution.
185.81 - Admission of foreign cooperatives.
185.815 - Recording change of principal office or registered agent.
185.82 - Procedure on filing and recording of documents.
185.825 - Penalty for false document.
185.84 - Fees or penalty due state.
185.85 - Forms to be furnished by department of financial institutions.
185.91 - Voting requirements of articles.
185.92 - Effect of unauthorized acts.
185.93 - Member or stockholder derivative actions.
185.94 - Use of term “cooperative"; penalty for improper use.
185.95 - Discrimination against association.
185.96 - Application of chapter.
185.981 - Cooperative health care.
185.982 - Manner of practicing medicine, chiropractic and dentistry; payment; promotional expense.
185.983 - Requirements of plan.
185.985 - Inconsistent provisions of the statutes.
185.99 - Health benefit purchasing cooperatives.
185.995 - Extensions of credit by electric cooperatives for certain projects.