Chapter 21 — CORPORATIONS AND OTHER COMPANIES
1,159 sections in this chapter.
Neb. Rev. Stat. § 21-162 Effect of failure to have certificate of authority.
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(RULLCA 808) (a) A foreign limited liability company transacting business in this state may not maintain an action or proceeding in this state unless it has a certificate of authority to transact business in this state. (b) The failure of a foreign limited liability company to ha…
Neb. Rev. Stat. § 21-163 Action by Attorney General.
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(RULLCA 809) The Attorney General may maintain an action to enjoin a foreign limited liability company from transacting business in this state in violation of sections 21-155 to 21-163.
Neb. Rev. Stat. § 21-164 Direct action by member.
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(RULLCA 901) (a) Subject to subsection (b) of this section, a member may maintain a direct action against another member, a manager, or the limited liability company to enforce the member's rights and otherwise protect the member's interests, including rights and interests under …
Neb. Rev. Stat. § 21-165 Derivative action.
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(RULLCA 902) A member may maintain a derivative action to enforce a right of a limited liability company if: (1) the member first makes a demand on the other members in a member-managed limited liability company, or the managers of a manager-managed limited liability company, req…
Neb. Rev. Stat. § 21-166 Proper plaintiff.
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(RULLCA 903) (a) Except as otherwise provided in subsection (b) of this section, a derivative action under section 21-165 may be maintained only by a person that is a member at the time the action is commenced and remains a member while the action continues. (b) If the sole plain…
Neb. Rev. Stat. § 21-167 Complaint.
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(RULLCA 904) In a derivative action under section 21-165, the complaint must state with particularity: (1) the date and content of the plaintiff's demand and the response to the demand by the managers or other members; or (2) if a demand has not been made, the reasons a demand un…
Neb. Rev. Stat. § 21-168 Special litigation committee.
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(RULLCA 905) (a) If a limited liability company is named as or made a party in a derivative proceeding, the company may appoint a special litigation committee to investigate the claims asserted in the proceeding and determine whether pursuing the action is in the best interests o…
Neb. Rev. Stat. § 21-169 Proceeds and expenses.
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(RULLCA 906) (a) Except as otherwise provided in subsection (b) of this section: (1) any proceeds or other benefits of a derivative action under section 21-165, whether by judgment, compromise, or settlement, belong to the limited liability company and not to the plaintiff; and (…
Neb. Rev. Stat. § 21-17 Investment of funds.
Neb. Rev. Stat. § 21-170 Terms, defined.
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(RULLCA 1001) In sections 21-170 to 21-184: (1) Constituent limited liability company means a constituent organization that is a limited liability company. (2) Constituent organization means an organization that is party to a merger. (3) Converted organization means the organizat…
Neb. Rev. Stat. § 21-1701 Act, how cited.
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Sections 21-1701 to 21-17,115 shall be known and may be cited as the Credit Union Act.
Neb. Rev. Stat. § 21-1702 Definitions, where found.
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For purposes of the Credit Union Act, the definitions found in sections 21-1702.01 to 21-1722 shall be used.
Neb. Rev. Stat. § 21-1702.01 Associate director, defined.
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Associate director shall mean an individual appointed by a credit union board to the position described in section 21-1768.01.
Neb. Rev. Stat. § 21-1703 Capital, defined.
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Capital shall mean share accounts, membership shares, reserve accounts, and undivided earnings.
Neb. Rev. Stat. § 21-1704 Corporate central credit union, defined.
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Corporate central credit union shall mean a credit union the members of which consist primarily of other credit unions.
Neb. Rev. Stat. § 21-1705 Credit union, defined.
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Credit union shall mean a cooperative, not-for-profit corporation organized under the Credit Union Act for purposes of educating and encouraging its members in the concept of thrift, creating a source of credit for provident and productive purposes, and carrying on such collatera…
Neb. Rev. Stat. § 21-1706 Department, defined.
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Department shall mean the Department of Banking and Finance.
Neb. Rev. Stat. § 21-1707 Director, defined.
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Director shall mean the Director of Banking and Finance.
Neb. Rev. Stat. § 21-1708 Employee, defined.
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Employee shall mean a person who works full-time or part-time for and is compensated by a credit union.
Neb. Rev. Stat. § 21-1708.01 Financial institution, defined.
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Financial institution shall mean a bank, savings bank, building and loan association, savings and loan association, or credit union, whether chartered by the United States, the department, or a foreign state agency; any other similar organization which is covered by federal depos…
Neb. Rev. Stat. § 21-1709 Fixed asset, defined.
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Fixed asset shall mean assets as prescribed in generally accepted accounting principles.
Neb. Rev. Stat. § 21-171 Merger.
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(RULLCA 1002) (a) A limited liability company may merge with one or more other constituent organizations pursuant to this section, sections 21-172 to 21-174, and a plan of merger, if: (1) the governing statute of each of the other organizations authorizes the merger; (2) the merg…
Neb. Rev. Stat. § 21-1710 Immediate family, defined.
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Immediate family shall include any person related to a member by blood or marriage, including foster and adopted children.
Neb. Rev. Stat. § 21-1711 Individual, defined.
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Individual shall mean a natural person.
Neb. Rev. Stat. § 21-1712 Insolvent, defined.
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Insolvent shall mean a condition in which (1) the actual cash market value of the assets of a credit union is insufficient to pay its liabilities to its members, (2) a credit union is unable to meet the demands of its creditors in the usual and customary manner, (3) a credit unio…
Neb. Rev. Stat. § 21-1713 Line of credit, defined.
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Line of credit shall mean a loan in which amounts are advanced to the borrower upon his or her request from time to time, pursuant to a preexisting contract and conditional or unconditional credit approval, and in which principal amounts repaid automatically replenish the funds a…
Neb. Rev. Stat. § 21-1714 Loan, defined.
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Loan shall mean any extension of credit pursuant to a contract.
Neb. Rev. Stat. § 21-1715 Membership officer, defined.
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Membership officer shall mean any member appointed by the board of directors of a credit union whose primary function is to act on applications for membership under the conditions the board and bylaws have prescribed.
Neb. Rev. Stat. § 21-1716 Membership shares, defined.
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Membership shares shall mean a balance held by a credit union and established by a member in accordance with standards specified by the credit union. Each member may own only one membership share. Ownership of a membership share shall represent an interest in the capital of the c…
Neb. Rev. Stat. § 21-1717 Official, defined.
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Official shall mean a member of the board of directors of a credit union, an officer of a credit union, a member of the credit committee of a credit union, if any, or a member of the supervisory committee of a credit union.
Neb. Rev. Stat. § 21-1718 Organization, defined.
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Organization shall mean any corporation, association, limited liability company, partnership, society, firm, syndicate, trust, or other legal entity.
Neb. Rev. Stat. § 21-1719 Person, defined.
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Person shall mean an individual, partnership, limited liability company, corporation, association, cooperative organization, or any other legal entity treated as a person under the laws of this state.
Neb. Rev. Stat. § 21-172 Action on plan of merger by constituent limited liability company.
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(RULLCA 1003) (a) Subject to section 21-183, a plan of merger must be consented to by all the members of a constituent limited liability company. (b) Subject to section 21-183 and any contractual rights, after a merger is approved, and at any time before articles of merger are de…
Neb. Rev. Stat. § 21-1720 Reserves, defined.
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Reserves shall mean an allocation of retained income and shall include regular and special reserves, except for any allowance for loan or investment losses.
Neb. Rev. Stat. § 21-1721 Risk assets, defined.
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Risk assets shall mean all assets except the following: (1) Cash on hand; (2) Deposits or shares in federally insured or state-insured banks, savings and loan associations, and credit unions that have a remaining maturity of five years or less; (3) Assets that have a remaining ma…
Neb. Rev. Stat. § 21-1722 Share account, defined.
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Share account shall mean a balance held by a credit union and established by a member in accordance with standards specified by the credit union, including balances designated as shares, share certificates, share draft accounts, or other names. Share account shall not include mem…
Neb. Rev. Stat. § 21-1723 Ownership of a share account; rights.
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Ownership of a share account shall confer membership and voting rights and shall represent an interest in the capital of the credit union upon dissolution or conversion to another type of institution.
Neb. Rev. Stat. § 21-1724 Organization; procedure; hearing.
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(1) Any nine or more individuals residing in the State of Nebraska who are nineteen years of age or older and who have a common bond pursuant to section 21-1743 may apply to the department on forms prescribed by the department for permission to organize a credit union and to beco…
Repealed. Laws 2017, LB375, § 10.
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[Repealed or reserved.]
Neb. Rev. Stat. § 21-1725.01 New credit union; branch credit union; application; procedure; hearing.
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(1) Upon receiving an application to establish a new credit union, a public hearing shall be held on each application. Notice of the filing of the application shall be published by the department for three weeks in a legal newspaper published in or of general circulation in the c…
Neb. Rev. Stat. § 21-1726 Forms of articles and bylaws.
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In order to simplify the organization of credit unions, the director shall cause to be prepared an approved form of articles of association and a suggested form of bylaws, consistent with the Credit Union Act, which may be used by credit union subscribers as a guide. Upon written…
Neb. Rev. Stat. § 21-1727 Articles and bylaws; amendments.
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(1) The articles of association may be amended at any regular or special meeting at which a quorum of the members as provided in the bylaws is present if the notice of the meeting contained a copy of the proposed amendment. An amendment shall not become effective until it has bee…
Neb. Rev. Stat. § 21-1728 Use of name exclusive; violation; penalty; injunction.
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(1) No person, corporation, limited liability company, partnership, or association other than a credit union organized under the Credit Union Act, the Federal Credit Union Act, or the laws of any other state, or the voluntary association of credit unions, shall use a name or titl…
Neb. Rev. Stat. § 21-1729 Place of business.
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(1) A credit union may change its principal place of business within this state upon written notice to, and approval by, the director. The written notice may be delivered to the department in person or sent by regular or electronic mail. (2) A credit union may maintain automatic …
Neb. Rev. Stat. § 21-173 Filings required for merger; effective date.
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(RULLCA 1004) (a) After each constituent organization has approved a merger, articles of merger must be signed on behalf of: (1) each constituent limited liability company, as provided in subsection (a) of section 21-119; and (2) each other constituent organization, as provided i…
Neb. Rev. Stat. § 21-1730 Fiscal year.
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The fiscal year of each credit union organized under the Credit Union Act shall end on December 31.
Neb. Rev. Stat. § 21-1731 Department; general powers.
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The department shall have general supervision and control of credit unions as provided by the Credit Union Act, section 8-102, and any other applicable laws of this state.
Neb. Rev. Stat. § 21-1732 Director; powers and duties.
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(1) The director may adopt and promulgate rules and regulations to carry out the Credit Union Act. (2) The director may issue a cease and desist order when (a) the director has determined from competent and substantial evidence that a credit union is engaged in or has engaged in …
Neb. Rev. Stat. § 21-1733 Order; appeal; procedure.
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Any order or decision of the director may be appealed. The appeal shall be in accordance with the Administrative Procedure Act.
Neb. Rev. Stat. § 21-1734 Corrective measures; receivership proceedings.
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(1) If it appears that any credit union is bankrupt or insolvent, that it has willfully violated the Credit Union Act, or that it is operating in an unsafe or unsound manner, the director may require such corrective measures in accordance with sections 8-1,134 to 8-1,139 as he or…