Winding Up

(a) A dissolved limited cooperative association shall wind up its activities and affairs, and except as provided in § 171207, the association continues after dissolution only for the purpose of winding up. (b) In winding up its activities and affairs, the board of directors: (1) shall discharge the association’s debts, obligations, or other liabilities, settle and close the association’s activities, and marshal and distribute the assets of the association; and (2) may: (A) deliver to the Director of Revenue and Taxation for filing a statement of dissolution stating the name of the association and that the association is dissolved; (B) preserve the association’s activities, affairs and property as a going concern for a reasonable time; (C) prosecute and defend actions and proceedings, whether civil, criminal, or administrative; (D) transfer the association’s property; (E) settle disputes by mediation or arbitration; (F) deliver to the Director of Revenue and Taxation for filing a statement of termination stating the name of the company and that the company is terminated; and (G) perform other acts necessary or appropriate to the winding up. (c) After dissolution and upon application of a limited cooperative association, a member, or a holder of financial rights, the Superior Court of Guam may order judicial supervision of the winding up of the association, including the appointment of a person to wind up the association’s activities, if: (1) after a reasonable time, the association has not wound up its activities; or (2) the applicant establishes other good cause. (d) If a person is appointed pursuant to Subsection (c) of this Section to wind up the activities of a limited cooperative association, the association shall promptly deliver to the Director of Revenue and Taxation for filing an amendment to the articles of organization to reflect the appointment.