Minn. Stat. § 308B.621: Lost Certificates; Replacement

§ 308B.621 Lost Certificates; Replacement

Statute text

Extracted from the Revisor of Statutes; first captured here October 15, 2026. Formatting and whitespace are normalized. Extraction can contain errors; the linked official text controls.

Subdivision 1. Issuance.

A new membership interest certificate may be issued under section 336.8-405 in place of one that is alleged to have been lost, stolen, or destroyed.

Subdivision 2. Not overissue.

The issuance of a new certificate under this section does not constitute an overissue of the membership interests it represents.

History: 2003 c 105 art 1 s 58

Notes & interpretation Not part of the law

Verified against sources: October 15, 2026Last edited: October 16, 2026

In plain language#

If a membership interest certificate is alleged to have been lost, stolen or destroyed, the cooperative may issue a new certificate under section 336.8-405 (the Minnesota Uniform Commercial Code provision on lost certificated securities, which is outside the ingested statute set and which we have not summarized here). Issuing the replacement is not an overissue of the interests the certificate represents.

How it works in practice#

Cooperatives that choose uncertificated interests under § 308B.615 subd. 7 avoid the problem.
Section 336.8-405(a) conditions replacement on a request before notice of acquisition by a protected purchaser, a sufficient indemnity bond, and other reasonable issuer requirements. Subsection (b) addresses later presentation of the original by a protected purchaser. Confirm the actual facts with counsel rather than assuming that loss alone entitles the holder to an unconditional replacement.

Certificated interests: § 308B.615

Sources

P1 Minnesota Statutes, Chapter 308B (Cooperative Associations), Office of the Revisor of Statutes, State of Minnesota. revisor.mn.gov (primary; accessed October 15, 2026)

membership-classes records