Title 79, Corporations, Associations, and Partnerships

(1) The trustees shall hold the legal title to all property at any time belonging to the investment trust, and shall have complete control over the management, operation, disposition, investment and reinvestment of such property and complete control of the management of the busin…

This chapter shall be known and may be cited as the “Mississippi Registration of Foreign Business Trusts Act.”

(1) A foreign business trust, in order to procure a certificate of authority to transact business in this state, shall make application therefor to the Secretary of State, which application shall set forth:(a) The name of the foreign business trust and the state or country under …

(a) If the Secretary of State finds that the application for certificate of authority meets the requirements of this chapter and requisite fees as provided in Section 79-16-33, Mississippi Code of 1972, have been paid, he shall:(a) Endorse on the original the word “filed” and the…

If any statement in the application for certificate of authority of a foreign business trust was false when made or any arrangements or other facts described have changed, making the application inaccurate in any respect, the foreign business trust shall promptly file in the Offi…

(1) A foreign business trust authorized to transact business in this state may withdraw from this state upon procuring from the Secretary of State a certificate of withdrawal. In order to procure such certificate of withdrawal, such foreign business trust shall deliver to the Sec…

(1) Application for withdrawal shall be delivered to the Secretary of State. If the Secretary of State finds that such application meets the requirements of this chapter, when all fees and taxes have been paid as by law prescribed, he shall:(a) Endorse on such application the wor…

(1) The certificate of authority of a foreign business trust to transact business in this state may be revoked by the Secretary of State upon the condition prescribed in this section when:(a) The foreign business trust has failed to pay any fees prescribed by law when they become…

(1) Upon revoking such certificate of authority, the Secretary of State shall:(a) Issue a certificate of revocation;(b) File one (1) of such certificates in his office; and(c) Mail to such foreign business trust to its registered agent as provided in Section 79-35-13 a notice of …

The Mississippi Legislature has the power to amend or repeal all or part of this chapter at any time and all foreign business trusts subject to this chapter are governed by the amendment or repeal.

(1) A foreign business trust transacting business in this state without a certificate of authority may not maintain a proceeding in any court in this state until it obtains a certificate of authority. (2) The successor to a foreign business trust that transacted business in this …

(1) The Secretary of State shall charge and collect from foreign business trust for:(1) Filings required by the Mississippi Registered Agents Act, the fees required by Section 79-35-3;(2) Filing an application of a foreign business trust for a certificate of authority to transact…

(1) Foreign business trusts which are transacting business in this state at the time this law takes effect, for a purpose or purposes for which a foreign business trust might secure such authority under said law, shall, subject to the limitations set forth in their respective cer…

(1) No foreign business trust shall have the right to transact business in this state until it shall have procured a certificate of authority from the Secretary of State. No foreign business trust shall be entitled to procure a certificate of authority under this chapter to trans…

(1) The name of each foreign business trust as set forth in its certificate of trust must be such as to distinguish it upon the records of the Office of the Secretary of State from the name of any corporation, limited partnership, limited liability company, investment trust or li…

Whenever a foreign business trust which is authorized to transact business in this state shall change its name to one under which a certificate of authority would not be granted to it on application therefor, the certificate of authority of such foreign business trust shall be su…

Agriculture is the primary industry in the State of Mississippi, and it is in the interest of said state and its inhabitants that agriculture be classified in the manner and for the purposes herein set forth.

(1) The use of the words “farm bureau” by any person, firm, partnership, association, corporation, or other business enterprise doing business in the State of Mississippi, except by the Mississippi Farm Bureau Federation or its subsidiaries or affiliate associations, shall be unl…

Three (3) or more producers of agricultural products in the State of Mississippi who may desire that they, their associates, and successors shall come under this chapter and enjoy its benefits may enter into articles of association and incorporation, which shall set forth the nam…

A majority of the organizing members named in the articles, at a time and place agreed upon in writing by all of the said organizers or when and where all are present or upon call of a majority of such organizers and upon five (5) days’ notice thereof in writing giving the time, …

The affairs of such incorporated association shall be conducted, controlled and managed by a board of directors of such number and with such terms of office as may be provided by the bylaws.

The bylaws may provide among other things for voting of the members by mail and for membership fees and dues, and shall provide how membership in the incorporated association may be acquired and lost.

All memberships shall be personal to the member and equal in right, and shall not be transferable, assignable, vendible, inheritable, devisable, or seizable; and each member shall have one (1) vote only.

Such incorporated association may be organized with capital stock at the option of the organizers; and it shall in that event be organized by the same method and for the same recording fee as in the case of those associations organized without capital stock, except that the artic…

Such incorporated association shall have the power to contract and be contracted with, borrow and lend money, issue notes, bonds and other obligations, and secure the payment of the same by mortgage or otherwise, contract for, own, sell, convey, pledge, mortgage, buy and otherwis…

Such incorporated association may make charges to its members and deductions from the proceeds of their products for services rendered to them for the purpose of paying the expenses of operation and the maintenance and development of such association, and for the creation and mai…

Such incorporated association may sue and be sued; and may collect, sue for and realize on claims for the purchase money of products sold by it for its members and/or nonmembers, and on claims for freight overcharges on, and for loss and damage to, shipments made by it for its me…

This chapter is supplementary of and not amendatory or in alteration of any other laws for the accomplishment of any of the purposes herein set forth, and shall apply only to organizations created and operating hereunder.

Such associations incorporated hereunder may, in carrying out their purposes, become members of and enjoy the facilities and co-operation of any federation whose members are agricultural societies, organizations or associations, whose purposes and operations are in any way promot…

Five (5) or more associations or corporations organized under this chapter, or whose purposes and operations are in any way promotive of, and not inconsistent with, the purposes of this chapter, whether incorporated hereunder or not, may organize and incorporate a federation of s…

Producers of agricultural products herein mentioned shall include individual persons, partnerships, associations and corporations who produce such products either directly or as landlords, tenants or share-croppers.

Any such federation incorporated hereunder for the purpose of carrying out the purposes of this chapter and the rendition of services to its constituent members and their members shall have all the rights, powers, privileges and immunities herein given its constituent members as …

Agricultural products as herein defined shall include the products of field, pasture, meadow and garden, and fruits, melons, berries, nuts and vegetables, live stock, poultry and poultry products, dairy products and all other things commonly known as agricultural products.

This chapter shall be known as the “Agricultural Association Law,” and may be cited as such and may be abbreviated as “A.A.L.”

The purposes of this chapter are to promote the general welfare of agriculture; to enable producers of agricultural products whether in the State of Mississippi or not to co-operate in the productions, processing, packing, distribution, financing and marketing of agricultural pro…

Any such incorporated association shall have a distinctive name, the concluding part of which shall be “A.A.L.” in parentheses; and no organization not created under this chapter, whether incorporated or unincorporated, shall use or have as a part of its name or title the letters…

It is the purpose of this chapter to promote, foster and encourage the intelligent and orderly marketing of agricultural products through cooperation and to eliminate speculation and waste; and to make the distribution of agricultural products as direct as can be efficiently done…

(1) Under the terms and conditions prescribed in its bylaws, an association may admit as members, or issue common stock or certificate of membership, only to persons engaged in the production of the agricultural products to be handled by or through the association, including the …

(a) Each association formed under this chapter must prepare and file articles of association, setting forth:(a) The name of the association.(b) The purposes for which it is formed.(c) The place where its principal business will be transacted.(d) The term for which it is to exist,…

(1) Any amendment to the articles of association must first be approved by a vote of not less than two-thirds (⅔) of all the members of the board of directors and then adopted by a vote representing a majority of all the members of the association. (2) However, if a majority of t…

(a) Each association incorporated hereunder must, within thirty (30) days after its incorporation, adopt for its government and management a code of bylaws, not inconsistent with the powers granted herein. A majority vote of the members or stockholders, or their written assent, i…

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 percent (10%) of the members or stockholders may file a petition stating the specific business to be …

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 and shall have all rights and powers as provided for under the general corporation laws of this state, and such other power…

The directors shall elect from their number a chairman or board president. The directors also shall elect a chief operating officer of the association, one or more vice presidents, a secretary and treasurer, none of whom need be directors or members of the association. The board …

When a member of an association established without capital stock has paid his membership fee, if required, in full he shall receive a certificate of membership. No association shall issue stock to a member until it has been fully paid for. Except for debts lawfully contracted be…

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 director in question. The removal shall be vo…