HERBERT R. O'CONOR, GOVERNOR. 1665

shall have attached thereto a copy of the proposed articles of
conversion;

(b) If the proposition for the conversion of such corpora-
tion into a cooperative and the proposed articles of conversion,
with any amendments, are approved by the affirmative vote
of not less than two-thirds of those members of such corpora-
tion voting thereon at such meeting, or, if such corporation
is a stock corporation, by the affirmative vote of the holders of
not less than two-thirds of those shares of the capital stock
of such corporation represented at such meeting and voting
thereon, articles of conversion in the form approved shall be
executed and acknowledged on behalf of such corporation by
its president or vice-president and its seal shall be affixed
thereto and attested by its secretary. The articles of conver-
sion shall recite that they are executed pursuant to this sub-
heading and shall state: (1) the name of the corporation and
the address of its principal office prior to its conversion into
a cooperative; (2) the statute or statutes under which it was
organized; (3) a statement that such corporation elects to be-
come a cooperative, non-profit, membership corporation sub-
ject to this subheading; (4) its name as a cooperative; (5)
the address of the principal office and the name and address
of the resident agent of the cooperative; (6) the names and
addresses of the directors of the cooperative; and (7) the
manner in which members or stockholders of such corpora-
tion may or shall become members of the cooperative; and may
contain any provisions not inconsistent with this subheading
deemed necessary or advisable for the conduct of the business
of the cooperative. The president or vice-president executing
such articles of conversion shall make and annex thereto an
affidavit stating that the provisions of this section were duly
complied with in respect of such articles. The articles of
conversion shall be deemed to be the articles of incorpora-
tion of the cooperative.

480. Dissolution, (a) A cooperative which has not com-
menced business may be dissolved by delivering to the State
Tax Commission articles of dissolution which shall be exe-
cuted and acknowledged on behalf of the cooperative by a ma-
jority of the incorporators and which shall state: (1) the
name of the cooperative; (2) the address of its principal office;
(3)that the cooperative has not commenced business; (4) that
any sums received by the cooperative, less any part thereof
disbursed for expenses of the cooperative, have been returned
or paid to those entitled thereto; (5) that no debt of the co-
operative is unpaid; and (6) that a majority of the incorpora-
tors elect that the cooperative be dissolved.

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