1666 LAWS OF MARYLAND. [CH. 907

(b) A cooperative which has commenced business may be
dissolved in the following manner: The members at any meet-
ing shall approve, by the affirmative vote of not less than two-
thirds of those members voting thereon at such meeting, a
proposal that the cooperative be dissolved. Upon such ap-
proval, a certificate of election to dissolve (hereinafter desig-
nated the "certificate"), executed and acknowledged on behalf
of the cooperative by its president or vice-president under its
seal, attested by its secretary, and stating: (1) the name of
the cooperative; (2) the address of its principal office; and
(3) that the members of the cooperative have duly voted that
the cooperative be dissolved, shall, together with an affidavit
made by its president or vice-president executing the certifi-
cate, stating that the statements in the certificate are true,
be submitted to the State Tax Commission for filing. Upon
the filing of the certificate and affidavit by the State Tax Com-
mission, the cooperative shall cease to carry on its business
except to the extent necessary for the winding up thereof, but
its corporate existence shall continue until articles of disso-
lution have been filed by the State Tax Commission. The
board of directors shall immediately cause notice of the dis-
solution proceedings to be mailed to each known creditor of
and claimant against the cooperative and to be published once
a week for two successive weeks in a newspaper of general cir-
culation in the county in which the principal office of the co-
operative is located. The board of directors shall wind up and
settle the affairs of the cooperative, collect sums owing to it,
liquidate its property and assets, pay and discharge its debts,
obligations and liabilities, and do all other things required
to wind up its business, and after paying or discharging or
adequately providing for the payment or discharge of all its
debts, obligations and liabilities;, shall distribute any re-
maining sums among its members and former members in pro-
portion to the patronage of the respective members or former
members during the seven years next preceding the date of
the filing of the certificate by the State Tax Commission, or
if the cooperative has not been in existence for such period
then during the period of its existence prior to such filing. The
board of directors shall thereupon authorize the execution of
articles of dissolution, which shall be executed and acknowl-
edged on behalf of the cooperative by its president or vice-
president, and its seal shall be affixed thereto and attested
by its secretary. The articles of dissolution shall recite that
they are executed pursuant to this subheading and shall state:
(1) the name of the cooperative; (2) the address of its prin-
cipal office: (3) the date on which the certificate of election to
dissolve was filed by the State Tax Commission; (4) that there
are no actions or suits pending against the cooperative; (5)