§ 185.38

185.38 Disposition of assets; right to secure debts. (1) Except as authorized by the members, the board may not dispose of all or substantially all of a cooperative’s assets. At any meeting the members may authorize the disposition of all or substantially all of a cooperative’s assets if:(a) Notice that such disposition will be considered at such meeting has been given to all persons entitled to vote thereon; and(b) Such disposition has been approved by two-thirds of those entitled to vote thereon voting at the meeting.(1m) (a) Except as authorized by the members, the board may not dispose of a cooperative’s assets under any of the following circumstances:1. Other than in the ordinary course of business.2. In a manner that jeopardizes the purpose for which the cooperative was created or its financial vitality.(b) At any meeting the members may authorize the disposition of a cooperative’s assets under circumstances described in par. (a) if all of the following apply:1. Notice that the disposition will be considered at the meeting has been given to all persons entitled to vote on the matter.2.

nder circumstances described in par. (a) if all of the following apply:1. Notice that the disposition will be considered at the meeting has been given to all persons entitled to vote on the matter.2. The disposition has been approved by two-thirds of those entitled to vote on the matter who vote at the meeting.(2) Unless the bylaws provide otherwise, the board may secure payment of a cooperative’s debts by mortgaging the cooperative’s rights, privileges, authority and franchises, revenues and other property.History: 1985 a. 30 s. 42; 2017 a. 76.