Title XXIII — CORPORATIONS, ASSOCIATIONS AND PARTNERSHIPS

357.010. Authorization of cooperative plan — purposes — other corporations may convert to cooperatives, procedure. — 1. Any number of persons, not less than twelve, may associate themselves together as a cooperative association, society or exchange, having all the incidents, powe…

357.015. Housing cooperative, defined, limitations. — 1. For the purposes of this section, a "housing cooperative" means a cooperative incorporated under this chapter, as modified by this section, for the purpose of producing or furnishing housing. 2. Any number of persons, not l…

357.020. Articles of incorporation — filing — certificate. — The persons so desiring to associate themselves together shall all sign, and at least five of them acknowledge before a notary public, written articles of association or agreement, which shall contain the name of the sa…

357.030. Amendments to articles — change in number of authorized shares — fees. — Any such association may amend its articles of incorporation by a majority vote of its shareholders at any regular shareholders' meeting or at any special shareholders' meeting called for that purpo…

357.040. Issuance of common and preferred stock. — By unanimous agreement persons desiring to associate themselves together for the purpose of forming a corporation to conduct any agricultural or mercantile business for the purpose of producing or furnishing goods, services or ho…

357.050. Limit of shares. — No shareholder in any such association shall own shares of a greater aggregate par value than ten percent of the aggregate par value of all shares of stock of such association. ­­-------- (RSMo 1939 § 14413) Prior revisions: 1929 § 12755; 1919 § 10253…

357.060. Fees for incorporation. — 1. For incorporation under this chapter as herein provided, there shall be paid to and collected by the state director of revenue a fee of fifty dollars for the first fifty thousand dollars or less of capital stock, and the further sum of five d…

357.070. Fees of recorder of deeds. — The fees of the recorder of deeds for any service required by this chapter shall be the same as those now customarily appertaining to his office for similar services. ­­-------- (RSMo 1939 § 14412) Prior revisions: 1929 § 12754; 1919 § 10252…

357.080. Management by board — election — removal. — 1. Every such association shall be managed by a board of not less than five directors, who shall be elected by and from the shareholders, subject to such restrictions and with such qualifications as may be prescribed by the byl…

357.090. Election of directors. — In the election of directors of such associations, each shareholder, regardless of the number of shares held by him or her in said association, shall have the right to cast only one vote for each director to be elected, which vote may be cast eit…

357.100. Business policies — control — vote. — Notwithstanding the foregoing provision for the management of the general affairs of each such association by its board of directors, the control of the policies of such association is hereby reserved to and conferred upon their resp…

357.110. Proxies, how voted. — At any regularly called general or special meeting of shareholders for the purpose of electing directors, a written vote signed by and received by mail or messenger from any absent shareholders shall be accepted as the vote of such absentee. This ru…

357.120. Stock, who may purchase. — Any part or all of the common stock of any corporation organized for the purpose of producing or furnishing goods, services, or housing, or for the purpose of conducting any agricultural or mercantile business on the cooperative plan as provide…

357.130. Method of distribution of earnings of association — provisions of bylaws. — 1. The shareholders of such an association at any general or special meeting, shall apportion the earnings by first setting aside not less than ten percent of the net profits for a reserve fund u…

357.140. Auditing of books annually. — All associations formed under the provisions of section 357.010, shall keep a set of books showing the business operation of said association, and said books shall be audited by competent auditors once each year; which auditor shall not be a…

357.150. Use of funds. — None of the funds of any association organized under the provisions of this chapter shall be used in the payment of any expenses for promotion of any such organization, such, for instance, as commissions, salaries or expenses of any kind, character, or na…

357.160. Private property exempt. — The private property of shareholders shall be exempt from execution for the debts of any such association. ­­-------- (RSMo 1939 § 14423) Prior revisions: 1929 § 12765; 1919 § 10261

357.170. Prior cooperative associations. — All cooperative agricultural corporations, companies or associations, coming within the purview of this law, and heretofore organized and doing business under prior statutes and which have attempted so to organize and do business, shall …

357.180. Dissolution proceedings, how taken. — 1. Whenever eighty percent of the stockholders of a corporation engaged in agricultural or mercantile business vote for a dissolution of said corporation for the purpose of reincorporating under the cooperative plan as provided for i…

357.190. Use of the name "cooperative" prohibited. — No corporation or association hereafter organized shall be entitled to use the word "cooperative" as part of its corporate or other business name or title, unless it has complied with the provisions of this chapter or a law pro…