HARRY HUGHES, Governor

3489

(2)  AT LEAST ANNUALLY, THE AUDIT COMMITTEE SHALL
AUDIT, OR CAUSE TO HAVE AUDITED, THE AFFAIRS OF THE COOPERATIVE
AND MAKE A FULL REPORT ON ITS THE AUDIT TO THE BOARD OF
DIRECTORS, THE MEETING OF DELEGATES, AND THE ANNUAL MEMBERSHIP
MEETING.

(3)  A REPORT FOR THE PREVIOUS FISCAL YEAR SHALL BE
READ OR PRESENTED IN WRITTEN FORM AT THE ANNUAL MEETING OF
MEMBERS OF THE COOPERATIVE AND KEPT WITH THE RECORDS OF THE
COOPERATIVE.

(B)  EVERY COOPERATIVE SHALL PREPARE WITHIN 120 DAYS OF THE
CLOSE OF ITS OPERATIONS FOR EACH FISCAL YEAR, AS SPECIFIED IN ITS
ARTICLES OF INCORPORATION OR BYLAWS, A REPORT OF ITS CONDITIONS
WHICH SHALL BE AVAILABLE FOR INSPECTION BY THE MEMBERS OF THE
COOPERATIVE. THE REPORT SHALL STATE, AT A MINIMUM:

(1)  THE NAMES, ADDRESSES, OCCUPATIONS, AND DATE OF
EXPIRATION OF THE TERMS OF THE DIRECTORS AND OFFICERS;

(2)  THE AMOUNT AND NATURE OF THE COOPERATIVE'S
AUTHORIZED, SUBSCRIBED, AND PAID-IN CAPITAL, THE PAR VALUE OF ITS
STOCK, AND THE RATE AT WHICH ANY RETURN UPON CAPITAL HAS BEEN
PAID. FOR NONSTOCK COOPERATIVES, THE ANNUAL REPORT SHALL STATE
THE TOTAL NUMBER OF MEMBERS AND THE AMOUNT OF MEMBERSHIP FEES
EQUITY RECEIVED OR ALLOCATED;

(3)  THE ANNUAL RECEIPTS, ANNUAL EXPENDITURES, ASSETS,
AND LIABILITIES OF THE COOPERATIVE; AND

(4)  THE AUDIT COMMITTEE REPORT OR THE REPORT OF THE
AUDITORS.

(C)  A COPY OF THIS ANNUAL REPORT SHALL BE KEPT ON FILE AT
THE PRINCIPAL OFFICE OF THE COOPERATIVE AND BE MADE AVAILABLE TO
THE MEMBERS DURING REGULAR BUSINESS HOURS.

5-5A-24.

(A)  A COOPERATIVE MAY CONSOLIDATE, MERGE, TRANSFER ASSETS,
DISSOLVE, OR DIVIDE IN THE MANNER PROVIDED IN TITLE 3 OF THIS
ARTICLE.

(B)  (1) A COOPERATIVE MAY, WITH PROPER NOTICE, AT ANY
REGULAR OR SPECIAL MEETING OF ITS MEMBERS, BE DISSOLVED BY A VOTE
OF TWO-THIRDS OF THE ENTIRE MEMBERSHIP VOTING AT THE MEETING IN
PERSON OR BY MAIL BALLOT. THIS RIGHT OF DISSOLUTION IS A RIGHT
RESERVED FOR THE MEMBERSHIP AND NOT THE RIGHT OF THE DELEGATES.

(2)  ON AFFIRMATIVE VOTE TO DISSOLVE THE COOPERATIVE,
3 MEMBERS SHALL BE ELECTED AS TRUSTEES BY A MAJORITY VOTE OF THE
MEMBERS VOTING AT THAT REGULAR OR SPECIAL MEETING.

(3)  THE TRUSTEES, ON BEHALF OF THE COOPERATIVE AND
WITHIN A TIME FIXED IN THEIR DESIGNATION OR WITHIN ANY EXTENSION