56-492 - Powers of board of directors.

§ 56-492. Powers of board of directors.

The board of directors of a cooperative shall have power to do all thingsnecessary and incidental in conducting the business of the cooperative,including but not limited to:

(1) If authorized by the certificate of incorporation, or by resolution ofits members, the power to adopt and amend bylaws for the management andregulation of the affairs of the cooperative, subject, however, to the rightof such members to alter or repeal such bylaws. The bylaws of a cooperativemay make provisions, not inconsistent with law or its certificate ofincorporation regulating the admission, suspension or expulsion of members;the transfer of memberships, the fees and dues of members and the terminationof memberships on nonpayment of dues or otherwise; the number, times andmanner of choosing, qualifications, terms of office, official designations,powers, duties and compensation of its officers; defining a vacancy in theboard or in any office and the manner of filling it; the number of members toconstitute a quorum at meetings, the date of the annual meeting and thegiving of notice thereof and the holding of special meetings and the givingof notice thereof; the terms and conditions upon which the cooperative is torender service to its members, the disposition of the revenues and receiptsof the cooperative; regular and special meetings of the board and the givingof notice thereof.

(2) To appoint agents and employees and to fix their compensation and thecompensation of the officers of the cooperative.

(3) To execute all instruments.

(4) To make its own rules and regulations as to its procedure.

(1950, p. 591; 1956, c. 434; 1974, c. 73; 2001, c. 386.)