Wisconsin Statutes & Annotations
Chapter 185 - Cooperatives.
185.037 - Allowance of expenses as incurred.

185.037 Allowance of expenses as incurred. Upon written request by a director or officer who is a party to a proceeding, a cooperative may pay or reimburse his or her reasonable expenses as incurred if the director or officer provides the cooperative with all of the following:
(1) A written affirmation of his or her good faith belief that he or she has not breached or failed to perform his or her duties to the cooperative.
(2) A written undertaking, executed personally or on his or her behalf, to repay the allowance and, if required by the cooperative, to pay reasonable interest on the allowance to the extent that it is ultimately determined under s. 185.036 that indemnification under s. 185.035 (2) is not required and that indemnification is not ordered by a court under s. 185.039 (2) (b). The undertaking under this subsection shall be an unlimited general obligation of the director or officer and may be accepted without reference to his or her ability to repay the allowance. The undertaking may be secured or unsecured.
History: 1987 a. 13.

Structure Wisconsin Statutes & Annotations

Wisconsin Statutes & Annotations

Chapter 185 - Cooperatives.

185.01 - Definitions.

185.02 - Purposes.

185.03 - General powers.

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.

185.041 - Insurance.

185.042 - Indemnification and insurance against securities law claims.

185.043 - Incorporators.

185.045 - Reserved or registered name.

185.05 - Articles.

185.06 - Organization meetings.

185.07 - Bylaws.

185.08 - Principal office; registered agent; service of process.

185.09 - Promotion expense; limitation.

185.11 - Membership.

185.12 - Voting.

185.13 - Member meetings.

185.14 - Quorum.

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.

185.33 - Executive committee.

185.34 - Action without meeting by directors or members.

185.35 - Officers.

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.

185.49 - Omission of seal.

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.

185.54 - Restated articles.

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.

185.75 - Unclaimed assets.

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.

185.83 - Fees for filing.

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.

185.97 - Title.

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.