RCW 23.100.1005
301 words·~1 min read·
/wa/title-23/chapter-23-100/23-100-1005·A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
(1)Except as otherwise provided in RCW 23.100.1004 , for a limited cooperative association to voluntarily dissolve:
(a)A resolution to dissolve must be approved by a majority vote of the board of directors unless a greater percentage is required by the organic rules;
(b)The board of directors must call a members meeting to consider the resolution, to be held not later than ninety days after adoption of the resolution; and
(c)Subject to RCW 23.100.0419 , the board of directors must mail or otherwise transmit or deliver to each member in a record that complies with RCW 23.100.0408 :
(i)The resolution required by
(a)of this subsection;
(ii)A recommendation that the members vote in favor of the resolution or, if the board determines that because of conflict of interest or other special circumstances it should not make a favorable recommendation, the basis of that determination; and
(iii)Notice of the members meeting, which must be given in the same manner as notice of a special meeting of members.
(2)Subject to subsection
(3)of this section, a resolution to dissolve must be approved by:
(a)At least two-thirds of the voting power of members present at a members meeting called under subsection (1)(b) of this section; and
(b)If the limited cooperative association has investor members, at least a majority of the votes cast by patron members, unless the organic rules require a greater percentage.
(3)The organic rules may require that the percentage of votes under subsection (2)(a) of this section is:
(a)A different percentage that is not less than a majority of members voting at the meeting;
(b)Measured against the voting power of all members; or
(c)A combination of
(a)and
(b)of this subsection.
[ 2019 c 37 s 1005 .]