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Ch. 135
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2002 LAWS OF MARYLAND
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In subsection (b) of this section, the reference to "sign[ing]" articles of
dissolution is substituted for the former reference to "execut[ing]" articles of
dissolution to clarify that "signing" the articles is only one of the formalities required
for the "execution" of the articles. This substitution is consistent with the Maryland
General Corporation Law, § 1-301 of this article.
In subsection (c)(2)(ii) of this section, the reference to "money" received by the
cooperative is substituted for the former reference to "sums" received by the
cooperative for clarity. Correspondingly, the reference to "the persons entitled to the
money" is substituted for the former reference to "those entitled thereto".
Also in subsection (c)(2)(ii) of this section, the reference to any "disbursements"
is substituted for the former reference to any "part thereof disbursed" for brevity and
clarity.
Defined terms: "Cooperative" § 5-601
"Department" § 1-101
"Person" § 5-601
"Principal office" § 1-101
5-632. SAME - COOPERATIVES THAT HAVE BEGUN DOING BUSINESS.
(A) IN GENERAL.
A COOPERATIVE THAT HAS BEGUN DOING BUSINESS MAY BE DISSOLVED AS
PROVIDED IN THIS SECTION.
(B) APPROVAL BY MEMBERS.
A PROPOSED DISSOLUTION SHALL BE APPROVED BY THE AFFIRMATIVE VOTE
OF NOT LESS THAN TWO-THIRDS OF THE MEMBERS VOTING ON THE MATTER AT AN
ANNUAL OR SPECIAL MEETING OF THE MEMBERS.
(C) CERTIFICATE OF ELECTION TO DISSOLVE.
(1) ON APPROVAL OF THE PROPOSED DISSOLUTION BY THE MEMBERS
OF THE COOPERATIVE AS PROVIDED IN SUBSECTION (B) OF THIS SECTION:
(I) A CERTIFICATE OF ELECTION TO DISSOLVE SHALL BE SIGNED
AND ACKNOWLEDGED FOR THE COOPERATIVE BY ITS CHAIRMAN OR
VICE-CHAIRMAN AND ATTESTED BY ITS SECRETARY; AND
(II) THE SEAL OF THE COOPERATIVE SHALL BE AFFIXED TO THE
CERTIFICATE.
(2) THE CERTIFICATE SHALL STATE:
(I) THE NAME OF THE COOPERATIVE AND THE ADDRESS OF ITS
PRINCIPAL OFFICE; AND
(II) THAT THE MEMBERS OF THE COOPERATIVE HAVE APPROVED
THE DISSOLUTION IN ACCORDANCE WITH SUBSECTION (B) OF THIS SECTION.
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