Topic: amendments

• Amend the articles and bylaws guides

  How a 308B cooperative amends its articles (board resolution, member vote, SOS filing) and its bylaws (board or members, with notice to members).

• § 308B.221 Amendment Of Articles statute

  Articles are amended by a board resolution followed by a member vote at a meeting with a quorum, then signed and filed with the secretary of state; if no members have voting rights, a majority of directors can amend.

• § 308B.225 Amendment Of Organizational Documents To Be Governed By This Chapter statute

  A chapter 308A cooperative can become a 308B cooperative by giving members a disclosure statement, amending its articles, and filing the articles plus a certificate with the secretary of state, without a transfer of its property or liabilities.

• § 308B.241 Bylaws statute

  Every 308B cooperative must have bylaws covering required capital, voting and transfer terms; the section also says who may adopt and amend bylaws, and sets special rules for changing quorum and voting requirements and for emergency bylaws.

• § 308B.801 Merger And Consolidation statute

  How a 308B cooperative merges or consolidates with another cooperative, a Minnesota LLC or a foreign entity: written plan, notice to every member, member approval, articles of merger filed with the Secretary of State.