Title 22, AGRICULTURE AND HORTICULTURE

22-2605. PRELIMINARY INVESTIGATION. Every group of persons contemplating the organization of an association under this chapter, is urged to communicate with the department of agriculture, who will inform it whatever a survey of the marketing conditions affecting the commodities t…

22-2606. POWERS. Each association incorporated under this chapter shall have the following powers: a. To engage in any activity in connection with the production, marketing, selling, harvesting, preserving, drying, processing, canning, packing, storing, handling or utilization of…

22-2607. MEMBERS. a. Under the terms and conditions prescribed in its bylaws, an association may admit as members, or issue common stock, only to persons engaged in the production of agricultural products to be handled by or through the association, or to agricultural producers u…

22-2608. ARTICLES OF INCORPORATION -- CONTENTS -- SUBSCRIBING AND FILING. Each association formed under this chapter must prepare and file articles of incorporation, setting forth: (1) The name of the association. (2) The purpose for which it is formed. (3) The address of its ini…

22-2609. ARTICLES OF INCORPORATION -- AMENDMENT. The articles of incorporation may be altered or amended in any respect, including increases or decreases in capital stock, at any regular meeting or at any special meeting called for that purpose. An amendment must first be approve…

22-2610. BYLAWS -- ADOPTION -- CONTENTS -- AMENDMENT. Each association incorporated under this chapter must, within thirty (30) days after its incorporation, adopt for its government and management, a code of bylaws, not inconsistent with the powers granted by this chapter. A maj…

22-2611. GENERAL AND SPECIAL MEETINGS -- HOW CALLED. In its bylaws each association shall provide for one or more regular meetings annually. The board of directors shall have the right to call a special meeting at any time, and ten per cent (10%) of the members or stockholders ma…

22-2612. DIRECTORS -- ELECTION -- APPOINTMENT -- REMUNERATION -- PROHIBITED CONTRACTS -- VACANCIES. (1) The affairs of the association shall be managed by a board of not less than five (5) directors, elected by the members or stockholders from their own number. The bylaws may pro…

22-2613. ELECTION OF OFFICERS. The directors shall elect from their number a president and one (1) vice-president. They shall, also, elect a secretary and treasurer, who need not be directors, and they may combine the two (2) latter offices and designate the combined office as se…

22-2614. STOCK -- MEMBERSHIP CERTIFICATES -- WHEN ISSUED -- VOTING -- LIABILITY -- LIMITATIONS ON TRANSFER AND OWNERSHIP. (1) When a member of an association established without capital stock, has paid his membership fee in full, he shall receive a certificate of membership. (2) …

22-2615. REMOVAL OF OFFICER OR DIRECTOR. Any member may bring charges against an officer or director by filing them in writing with the secretary of the association, together with a petition signed by ten percent (10%) of the members, requesting the removal of the officer or dire…

22-2616. REFERENDUM. Upon demand of one-third (1/3) of the entire board of directors, any matter that has been approved or passed by the board must be referred to the entire membership or the stockholders for decision at the next special or regular meeting: provided, however, tha…

22-2617. MARKETING CONTRACT. The association and its members may make and execute marketing contracts, requiring the members to sell, for any period of time, not over ten (10) years, all or any specified part of their agricultural products or specified commodities exclusively to …

22-2618. PURCHASING BUSINESS OF OTHER ASSOCIATIONS, PERSONS, FIRMS OR CORPORATIONS -- PAYMENT -- STOCK ISSUED. Whenever an association organized hereunder with preferred capital stock, shall purchase the stock or any property, or any interest in any property of any person, firm, …

22-2620. CONFLICTING LAWS NOT TO APPLY. Any provisions of law which are in conflict with this chapter shall not be construed as applying to the associations herein provided for.

22-2621. INTEREST IN OTHER CORPORATIONS OR ASSOCIATIONS. An association may organize, form, operate, own, control, have an interest in, own stock of, or be a member of any other corporation or corporations, with or without capital stock, and engaged in preserving, drying, process…

22-2622. CONTRACTS AND AGREEMENTS WITH OTHER ASSOCIATIONS. Any association may, upon resolution adopted by its board of directors, enter into all necessary and proper contracts and agreements and make all necessary and proper stipulations, agreements and contracts, and arrangemen…

22-2622A. CONSOLIDATION AND MERGER AGREEMENTS -- VOTING REQUIREMENTS. A consolidation or merger of associations organized hereunder shall be effective if the agreement therefor is approved by a two-thirds (2/3) vote of those present and voting at a regularly called meeting of mem…

22-2623. ASSOCIATION HERETOFORE ORGANIZED MAY ADOPT PROVISIONS OF CHAPTER. Any corporation or association organized under previously existing statutes, may by a majority vote of its stockholders or members be brought under the provisions of this chapter by limiting its membership…

22-2624. INDUCING BREACH OF MARKETING CONTRACT -- SPREADING FALSE REPORTS ABOUT FINANCES OR MANAGEMENT -- PENALTIES. Any person or persons or any corporation whose officers or employees knowingly induces or attempts to induce any member or stockholder of an association organized …

22-2625. SEPARABILITY. If any section of this chapter shall be declared unconstitutional for any reason, the remainder of the chapter shall not be affected thereby.

22-2626. APPLICATION OF GENERAL CORPORATION LAWS. The provisions of the general corporation laws of this state as they apply to nonprofit corporations, and all powers and rights thereunder, shall apply to the associations organized hereunder, except where such provisions are in c…

22-2627. CLASSIFICATION OF DIRECTORS. When the board of directors of an association shall consist of five (5) or more members, in lieu of electing the whole number of directors annually, the articles of incorporation or by laws may provide that the directors be divided into eithe…