Title 10, Corporations and Associations

(a) A corporation organized under the laws of the state and supplying or having the corporate power to supply electric energy or to furnish telephone or related telecommunications service may be converted into a cooperative by complying with the requirements of this section and t…

(a) The articles of conversion must recite that they are executed under this chapter and must 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 …

A cooperative that has not commenced business may be dissolved by delivering articles of dissolution to the commissioner. A majority of the incorporators shall execute and acknowledge articles of dissolution on behalf of the cooperative. The articles must state (1) the name of th…

(a) A cooperative that has commenced business may be dissolved in the manner set out in this section. (b) The proposition to dissolve shall be submitted to the members of the cooperative. The notice must state the proposition. (c) The proposition is approved by the affirmative vo…

(a) Upon the filing of the certificate and affidavit by the commissioner, the cooperative shall cease to carry on its business except to the extent necessary for the winding up of business. However, its corporate existence continues until articles of dissolution have been filed b…

The board of directors shall immediately have a notice of the dissolution proceedings mailed to each known creditor of and claimant against the cooperative and publish it once a week for two successive weeks in a newspaper of general circulation in the city or borough in which th…

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, other than those to patrons arising by reason of their patronage, and do all oth…

(a) The articles of dissolution must recite that they are executed under this chapter and must state (1) the name of the cooperative; (2) the address of its principal office; (3) the date on which the certificate of election to dissolve was filed by the commissioner; (4) that the…

Articles of incorporation, amendment, consolidation, merger, conversion, or dissolution, when executed and acknowledged and accompanied by the affidavits required by this chapter, shall be presented to the commissioner for filing. Upon finding that the articles presented conform …

The commissioner may, within one year after a filing, and after written notice to the cooperative or individual making a filing, cancel a certificate issued or filing accepted under this chapter, on any ground existing at the time notice of cancellation is made for which the comm…

A cooperative shall be operated on a nonprofit basis for the mutual benefit of its members and patrons. The bylaws of a cooperative or its contracts with members and patrons must contain such provisions relating to the disposition of revenues and receipts as may be necessary and …

The board of directors of a cooperative may, without authorization by the members of the cooperative, authorize the execution and delivery of mortgages or deeds of trust of, or the pledging or encumbering of, the property, assets, rights, privileges, licenses, franchises and perm…

(a) A cooperative may not otherwise sell, lease, or dispose of more than 15 percent of the cooperative's total assets, less depreciation, as reflected on the books of the cooperative at the time of the transaction unless the transaction is authorized under this section. The trans…

A member is not liable or responsible for any debts of the cooperative and the property of the members is not subject to execution therefor.

A mortgage, deed of trust, or other instrument executed by a cooperative, which affects real and personal property and which is recorded in the real property records in the city, borough, or other recording districts in which the property is located or is to be located has the sa…

A mortgage made by a cooperative organized under this chapter to the United States of America, or an agency or instrumentality of it, to secure indebtedness incurred under 7 U.S.C. 901 — 950bb-2 (Rural Electrification Act ), as amended, is not void as against creditors of the mor…

Construction of electric lines and facilities, or telephone lines and facilities, by a cooperative shall, as a minimum requirement, comply with the standards of the National Electrical Safety Code in effect at the time of construction.

A person authorized to take acknowledgments under the laws of this state is not disqualified from taking acknowledgments of instruments to which a cooperative is a party because the person is an officer, director, or member of the cooperative.

Each cooperative shall have and continuously maintain in the state a registered (1) office, which may be, but need not be, the same as the location of the principal office; (2) agent who is either an individual resident in the state whose business office is identical with the reg…

A cooperative may change its registered office or change its registered agent, or both, upon filing in the office of the commissioner a statement setting forth (1) the name of the cooperative; (2) the address of its registered office; (3) if the address of its registered office i…

The statement of change of office or agent shall be executed by the cooperative by its presiding officer and directed to the commissioner. If the commissioner finds that the statement conforms to this chapter, the commissioner shall file it in the commissioner's office. Upon the …

A registered agent of a cooperative may resign by filing a written notice of resignation, executed in duplicate, with the commissioner. The commissioner shall immediately mail a copy of it to the cooperative at its registered office. The appointment of the agent terminates 30 day…

(a) The registered agent of a cooperative is an agent of the cooperative upon whom process, notice, or demand required or permitted by law to be served upon the cooperative may be served. (b) When a cooperative fails to appoint or maintain a registered agent in the state, or when…

(a) Service on the commissioner is made by delivering to and leaving with the commissioner, or with a clerk having charge of the corporation department of the commissioner's office, duplicate copies of the process, notice, or demand. The commissioner shall immediately have one co…

Nothing in AS 10.25.500 and 10.25.510 limits or affects the right to serve process, notice, or demand required or permitted by law to be served on a cooperative in any other manner permitted by law.

(a) The commissioner shall establish by regulation and charge and collect fees for (1) filing articles of incorporation; (2) filing articles of amendment; (3) filing articles of consolidation or merger; (4) filing articles of conversion; (5) filing certificate of election to diss…

(a) Cooperatives under this chapter shall apply for a business license and pay the initial license fee as provided by the Alaska Business License Act (AS 43.70), as amended. (b) Before March 1 of each year, (1) each telephone cooperative shall pay to the state, instead of state a…

The telephone cooperative gross revenue tax shall be computed as follows: (1) one percent of gross revenue for cooperatives that have furnished telephone service to consumers for less than five years as of December 31 of the preceding calendar year; (2) two percent of gross reven…

(a) The electric cooperative tax shall be computed as follows: (1) one-fourth mill per kilowatt hour for cooperatives that have furnished electric energy and power to consumers for less than five years as of December 31 of the preceding calendar year; (2) one-half mill per kilowa…

Gross revenue of a telephone cooperative includes all revenue earned from local and toll services.

The proceeds of the telephone cooperative gross revenue tax and the electric cooperative tax, less the amount expended by the state in their collection, shall be refunded to an organized borough or a city of any class incorporated under state law, in the proportion that the reven…

The inventory and fixtures of a business operated by a cooperative incidental to the furnishing of central station electric service, including, without limitation, appliance stores or departments, are not exempt from ad valorem taxes. The inventory and accounts of these businesse…

A telephone cooperative organized or doing business under this chapter, hereafter designated as applicant, may require a person furnishing telephone service to the public in the state, hereafter designated as company, to interconnect its lines, facilities or systems with, or othe…

If a cooperative has filed defective articles of incorporation, or has failed to do all things necessary to perfect its corporate organization, it may file corrected articles of incorporation, or amend the original articles, and do and perform all acts and things necessary for th…

Cooperative, nonprofit, membership corporations may be organized under this chapter for the purpose of supplying electric energy or telephone or related telecommunications service and promoting and extending the use of these services.

This chapter applies to all nonprofit cooperatives organized under any other law of the state for the purpose of supplying electric energy and power, or telephone or related telecommunications service, to its members, or for the purpose of promoting and extending the use of elect…

This chapter is complete in itself and is controlling. The provisions of any other law of the state relating to the organization of a corporation, except as provided in this chapter, do not apply to a cooperative organized under this chapter. The enumeration of an object, purpose…

In this chapter, (1) “commissioner” means the commissioner of commerce, community, and economic development; (2) “cooperative” means a corporation organized under this chapter or that becomes subject to this chapter in the manner provided in this chapter; (3) “person” means a nat…

This chapter may be cited as the Electric and Telephone Cooperative Act.

Five or more persons who are residents of the same recording district may form themselves into a cemetery association, and elect at least three of their members to serve as trustees, and one member as clerk. The trustees and the clerk hold office at the pleasure of the associatio…

The clerk shall keep a record of the proceedings of the meetings of the association, certify to and record one copy of the record together with the name of the association with the recorder in the recording district in which the meeting is held, and file one copy in the office of…

Upon filing and recording the record as required in AS 10.30.020 the trustees and members of the association and successors are invested with the powers, privileges, and immunities incident to aggregate corporations.

The trustees of a cemetery association have perpetual succession, and may contract, and prosecute and defend actions.

A cemetery association may enact bylaws necessary for the proper management of the association and may prescribe the terms on which members may be admitted, the number of its trustees and officers, and the time and manner of their election or appointment, and the time and place o…

As an alternative to the provisions of AS 10.30.010 — 10.30.050, a cemetery may be incorporated under AS 10.20. A nonprofit cemetery corporation is subject to the provisions of AS 10.20 except to the extent that those provisions conflict with the provisions of this chapter relati…

A cemetery association and a nonprofit cemetery corporation may enter into mergers, interest exchanges, conversions, and domestications under AS 10.55 (Alaska Entity Transactions Act).