Kentucky Statutes 272A.12-060 – Winding up
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(1) A limited cooperative association continues after dissolution only for purposes of winding up its activities.
(2) In winding up a limited cooperative association’s activities, the board of directors shall cause the association to:
(a) Discharge its liabilities, settle and close its activities, and marshal and distribute its assets;
(b) Preserve the association or its property as a going concern for no more than a reasonable time;
(c) Prosecute and defend actions and proceedings; (d) Transfer association property; and
(e) Perform other necessary acts.
(3) After dissolution and upon application of a limited cooperative association, a member, or a holder of financial rights, the appropriate court may order judicial supervision of the winding up of the association, including the appointment of a person to wind up the association’s activities, if:
(a) After a reasonable time, the association has not wound up its activities; or
(b) The applicant establishes other good cause.
(4) If a person is appointed pursuant to subsection (3) of this section to wind up the activities of a limited cooperative association, the association shall promptly deliver to the Secretary of State for filing an amendment to the articles of association to reflect the appointment.
(5) Dissolution of a limited cooperative association shall not abate or suspend KRS
272A.5-030 or 272A.8-020.
Effective: July 12, 2012
History: Created 2012 Ky. Acts ch. 160, sec. 93, effective July 12, 2012.
(2) In winding up a limited cooperative association’s activities, the board of directors shall cause the association to:
Terms Used In Kentucky Statutes 272A.12-060
- Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
- Appropriate court: means the Circuit Court for the county of the Commonwealth in which the limited cooperative association's principal office is located or, if none, the county in which the registered office is or was last located. See Kentucky Statutes 272A.1-020
- Articles of association: means the articles of association of a limited cooperative association required by KRS §. See Kentucky Statutes 272A.1-020
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Cooperative: means a limited cooperative association or an entity organized under any cooperative law of any jurisdiction. See Kentucky Statutes 272A.1-020
- Directors: when applied to corporations, includes managers or trustees. See Kentucky Statutes 446.010
- Financial rights: means the right to participate in allocations and distributions as provided in Subchapters 10 and 12 of this chapter, but does not include rights or obligations under a marketing contract governed by Subchapter 7 of this chapter. See Kentucky Statutes 272A.1-020
- Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
- Member: means a person that is admitted as a patron member or investor member, or both, in a limited cooperative association. See Kentucky Statutes 272A.1-020
- Prosecute: To charge someone with a crime. A prosecutor tries a criminal case on behalf of the government.
- Secretary: means the officer designated pursuant to KRS §. See Kentucky Statutes 272A.1-020
- State: means a state of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States. See Kentucky Statutes 272A.1-020
- Transfer: includes an assignment, conveyance, deed, bill of sale, lease, mortgage, security interest, encumbrance, gift, and transfer by operation of law. See Kentucky Statutes 272A.1-020
(a) Discharge its liabilities, settle and close its activities, and marshal and distribute its assets;
(b) Preserve the association or its property as a going concern for no more than a reasonable time;
(c) Prosecute and defend actions and proceedings; (d) Transfer association property; and
(e) Perform other necessary acts.
(3) After dissolution and upon application of a limited cooperative association, a member, or a holder of financial rights, the appropriate court may order judicial supervision of the winding up of the association, including the appointment of a person to wind up the association’s activities, if:
(a) After a reasonable time, the association has not wound up its activities; or
(b) The applicant establishes other good cause.
(4) If a person is appointed pursuant to subsection (3) of this section to wind up the activities of a limited cooperative association, the association shall promptly deliver to the Secretary of State for filing an amendment to the articles of association to reflect the appointment.
(5) Dissolution of a limited cooperative association shall not abate or suspend KRS
272A.5-030 or 272A.8-020.
Effective: July 12, 2012
History: Created 2012 Ky. Acts ch. 160, sec. 93, effective July 12, 2012.