ORS Chapter 62
Chapter 62 — Cooperatives
2009 EDITION
COOPERATIVES
CORPORATIONSAND PARTNERSHIPS
GENERALPROVISIONS
(ShortTitle and Definitions)
62.005 Shorttitle
62.015 Definitions
(FilingDocuments)
62.025 Filingrequirements
62.030 Filing,service, copying and certification fees
62.035 Effectivetime and date of document
62.040 Correctingfiled document
62.045 Forms;rules
62.050 Filingduty of Secretary of State
62.055 Appealfrom Secretary of State’s refusal to file document
62.060 Evidentiaryeffect of copy of filed document
62.065 Certificateof existence
SUBSTANTIVEPROVISIONS
62.115 Purposesfor which cooperatives may be organized
62.125 Generalpowers
62.128 Reservedname
62.131 Cooperativename
62.135 Bylaws
62.145 Membership
62.155 Registeredoffice and registered agent; service of process on cooperative
62.165 Actionsin excess of authority
62.175 Capitalstock; membership stock
62.185 Certificatesof stock; contents
62.195 Votingby shareholders
62.205 Subscriptionagreement for shares or agreement to pay a membership fee; default
62.215 Limitationof liability of members and shareholders
62.225 Dividendson capital stock
62.235 Recall,exchange or redemption of stock or other evidence of equity by cooperative
62.245 Missingcertificates or evidence of interest in cooperative; missing records relatingto redemption of interest in cooperative
62.255 Meetingsof members
62.265 Votingby members
62.275 Quorumof members
62.280 Boardof directors
62.283 Standardof conduct for directors; permissible reliance on opinions and reports ofothers; limitation of liability
62.284 Directorconflict of interest
62.285 Meetingsof board of directors
62.286 Loansto or guarantees for directors
62.287 Directors’meeting by conference telephone or similar communications equipment
62.290 Executivecommittee
62.295 Officers
62.300 Compensationand benefits to directors, officers and employees
62.305 Takingaction without meeting; effective date of action
62.315 Waiverof notice
62.325 Votingrequirements of articles
62.335 Actionbrought in right of cooperative by member or shareholder; attorney fees
62.355 Cooperativecontracts
62.360 Recordingcooperative contracts
62.365 Reliefagainst breach or threatened breach of contract; penalty for interference
62.370 Civilaction for inducing breach of contract with cooperative or spreading falsereports about cooperative
62.415 Apportionmentand distribution of net proceeds or savings or net losses
62.425 Unclaimeddistribution, redemptions or payments
62.430 Paymentsin name of deceased owner of capital credits or retains in cooperative
62.435 Saleor other disposition of entire assets
62.440 Booksand records; attorney fees
62.455 Annualreport; form; effect of error; amendment
INDEMNIFICATIONOF DIRECTORS
62.462 Definitionsfor ORS 62.462 to 62.482
62.464 Authorityto indemnify director; report to members
62.466 Mandatoryindemnification of director
62.468 Advancefor expenses
62.472 Court-orderedindemnification
62.474 Determinationand authorization of indemnification
62.476 Indemnificationof officers, employees and agents
62.478 Insurance
62.482 Applicationof ORS 62.462 to 62.482
FORMATIONOF COOPERATIVES
62.511 Incorporators;articles of incorporation; rules
62.513 Contentsof articles of incorporation; rules
62.515 Organizationmeeting of directors
AMENDMENTOF ARTICLES
62.555 Rightto amend articles of incorporation
62.560 Shareholdervoting on amendments to articles
62.565 Articlesof amendment; effect of amendment
62.570 Restatedarticles
CONVERSIONSAND MERGERS
62.605 Definitionsfor ORS 62.605 to 62.623
62.607 Conversion
62.609 Actionon plan of conversion
62.611 Articlesof conversion
62.613 Effectof conversion; entity existence continues
62.617 Merger;plan of merger
62.619 Actionon plan of merger
62.621 Articlesof merger
62.623 Effectof merger
DISSOLUTION
62.655 Voluntarydissolution by act of cooperative
62.665 Procedurefor dissolution
62.670 Revocationof voluntary dissolution
62.675 Effectof revocation of voluntary dissolution
proceedings
62.680 Articlesof dissolution
62.685 Effectof filing articles of dissolution
62.690 Administrativedissolution
62.695 Jurisdictionof court to dissolve cooperative and liquidate assets and business ofcooperative
62.702 Procedurefor dissolution of cooperative by court
62.704 Judgmentof dissolution issued by court
62.708 Effectof dissolution
62.712 Dispositionof known claims against dissolved cooperative