193.005 Definitions. Unless the context requires otherwise, in this chapter: (2) “Address” means mailing address and, in the case of a registered address, means the mailing address and the actual office location, which may not be a post office box.
193.523 193.524 193.525 193.531 193.535 193.541 193.545 193.551 193.553 193.555 193.557 193.559 193.561 193.565 193.571
193.601 193.605 193.611 193.615 193.621 193.625 193.631
193.701 193.702 193.705 193.711 193.715 193.721 193.725 193.731 193.735
193.801 193.805 193.807 193.835
193.905 193.911 193.925 193.931 193.935 193.941 193.951 193.955 193.961 193.971
Electronic notice. Revocation of electronic communication. Quorum at members’ meeting. Virtual members’ meetings and attendance. Actions of the members. Actions without a members’ meeting. Member voting rights. Patron member voting based on patronage. Voting rights limited to members as of date certain. Voting rights of nonmembers. Voting of jointly owned membership interests. Cumulative voting by members. Voting by business entities, subsidiaries, legal representatives, and holders of security interests. Voting by proxy. Member authority concerning certain cooperative property. SUBCHAPTER VI MEMBERSHIP INTERESTS Membership interests. Cooperative securities. Assignment of financial rights. Nature and terms of a membership interest and statement of interest owned. Certificated membership interests. Replacement certificates. Restriction on transfer or registration of membership interests. SUBCHAPTER VII CONTRIBUTIONS, ALLOCATIONS, AND DISTRIBUTIONS Authorization, form, and acceptance. Valuation; presumption and liability. Restated value of previous contributions. Contribution agreements. Contribution rights agreements. Allocations of profits and distributions of cash and other assets. Allocations and distributions of profits to patron members. Member control agreements. Distribution of unclaimed property. SUBCHAPTER VIII MERGER AND CONSOLIDATION Merger and consolidation. Merger of subsidiary or parent. Effective date; effect of merger or consolidation. Abandonment of merger. SUBCHAPTER IX DISSOLUTION Voluntary dissolution; winding up. Revocation of dissolution proceedings. Court-supervised voluntary dissolution. Involuntary dissolution. Procedure in involuntary or court-supervised voluntary dissolution. Receiver qualifications and powers. Filing claims in involuntary or court-supervised voluntary dissolution proceedings. Discontinuance of court-supervised dissolution proceedings. Order of dissolution. Barring of claims.
(2m) “Affiliate,” when used in reference to any person, means another person who controls, is controlled by, or is under common control with the person. (3) “Alternative Ballot” means a method of voting, prescribed by the board in advance of the vote, that permits a vote to be cast electronically, telephonically, via the Internet, or by any similar means which reasonably allows members the opportunity to vote. (3m) “Allocation unit” means a separate business unit of a cooperative. (4) “Articles” means the articles of organization of a cooperative.
May 22, 2026, are designated by NOTES. (Published 5-22-26)
193.005
UNINCORPORATED COOPERATIVE ASSOCIATIONS
(5) “Association” means an organization conducting business on a cooperative plan under the laws of any state. (6) “Board” means the board of directors of a cooperative. (7) “Business entity” means a cooperative, corporation, limited liability company, association, firm, or partnership operated for profit and organized under a law other than a law of this state. (9) “Cooperative” means an association organized under this chapter conducting business on a cooperative plan as provided under this chapter. (9m) “Department” means the department of financial institutions. (10) “Domestic business entity” means a business entity organized under the laws of this state. (11m) “Electronic” means relating to technology having electrical, digital, magnetic, wireless, optical, electromagnetic, or similar capabilities. (11p) “Electronic signature” means an electronic sound, symbol, or process, attached to or logically associated with a writing and executed or adopted by a person with intent to authenticate the writing. (12) “File with the department” means to deliver to the department a document meeting the applicable requirements of this chapter, signed and accompanied by any required filing fee. (13) “Foreign business entity” means a business entity that is organized under the laws of another state or the United States. (14) “Foreign cooperative” means a foreign business entity organized to conduct business on a cooperative plan consistent with this chapter or ch. 185. (15) “Member” means a person reflected on the books of the cooperative as the owner of governance rights of a membership interest of the cooperative. The term includes patron and nonpatron members. (16) “Membership interest” means a member’s interest in a cooperative, consisting of a member’s financial rights, a member’s right to assign financial rights, a member’s governance rights, and a member’s right to assign governance rights. The term includes patron membership interests and nonpatron membership interests. (17) “Members’ meeting” means a regular or special members’ meeting. (18) “Nonpatron member” means a member who holds a nonpatron membership interest. (19) “Nonpatron membership interest” means a membership interest that does not require the holder to conduct patronage business for or with the cooperative to receive financial rights or distributions. (20) “Patron” means a person or entity who conducts patronage with the cooperative. (21) “Patronage” means transactions or services done for or with a cooperative as defined by the cooperative. (22) “Patron member” means a member holding a patron membership interest. (23) “Patron membership interest” means a membership interest requiring the holder to conduct patronage for or with the cooperative, as specified by the cooperative, to receive financial rights or distributions. (24) “Sign” means to execute or adopt a manual, facsimile, conformed, or electronic signature or any symbol with intent to authenticate a writing and, with respect to a document required under this chapter to be filed with the department, with authority to do so under this chapter and under the articles, bylaws, or a resolution approved by the directors or members. (25) “Writing” means information that is inscribed on a tan-
Updated 23-24 Wis. Stats.
2
gible medium or that is stored in an electronic or other intangible medium and is retrievable in perceivable form. History: 2005 a. 441.