Kentucky Statutes 272A.12-030 – Judicial dissolution
Current as of: 2024 | Check for updates
|
Other versions
(1) The appropriate court may dissolve a limited cooperative association or order any action that under the circumstances is appropriate and equitable:
(a) In a proceeding initiated by the Attorney General, if:
1. The association obtained its articles of association through fraud; or
2. The association has continued to exceed or abuse the authority conferred upon it by law; or
(b) In a proceeding initiated by a member if:
1. The directors are deadlocked in the management of the association’s affairs, the members are unable to break the deadlock, and irreparable injury to the association is occurring or is threatened because of the deadlock;
2. The directors or those in control of the association have acted, are acting, or will act in a manner that is illegal, oppressive, or fraudulent;
3. The members are deadlocked in voting power and have failed to elect successors to directors whose terms have expired for two (2) consecutive periods during which annual members meetings were held or were to be held; or
4. The assets of the association are being misapplied or wasted.
(2) The clerk of the court shall deliver a certified copy of the decree of dissolution to the Secretary of State, who shall file it. The dissolution shall be effective upon the latter of the date specified by the court or the filing of the decree of dissolution by the Secretary of State.
(3) After entering the decree of dissolution, the appropriate court shall direct the winding up and liquidation of the business and affairs of the limited cooperative association and the notification of claimants in accordance with this chapter.
Effective: July 12, 2012
History: Created 2012 Ky. Acts ch. 160, sec. 90, effective July 12, 2012.
(a) In a proceeding initiated by the Attorney General, if:
Terms Used In Kentucky Statutes 272A.12-030
- Action: includes all proceedings in any court of this state. See Kentucky Statutes 446.010
- 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.
- Attorney: means attorney-at-law. See Kentucky Statutes 446.010
- 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
- Equitable: Pertaining to civil suits in "equity" rather than in "law." In English legal history, the courts of "law" could order the payment of damages and could afford no other remedy. See damages. A separate court of "equity" could order someone to do something or to cease to do something. See, e.g., injunction. In American jurisprudence, the federal courts have both legal and equitable power, but the distinction is still an important one. For example, a trial by jury is normally available in "law" cases but not in "equity" cases. Source: U.S. Courts
- Fraud: Intentional deception resulting in injury to another.
- 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
- 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
- Voting power: means the total current power of members to vote on a particular matter for which a vote may or is to be taken. See Kentucky Statutes 272A.1-020
1. The association obtained its articles of association through fraud; or
2. The association has continued to exceed or abuse the authority conferred upon it by law; or
(b) In a proceeding initiated by a member if:
1. The directors are deadlocked in the management of the association’s affairs, the members are unable to break the deadlock, and irreparable injury to the association is occurring or is threatened because of the deadlock;
2. The directors or those in control of the association have acted, are acting, or will act in a manner that is illegal, oppressive, or fraudulent;
3. The members are deadlocked in voting power and have failed to elect successors to directors whose terms have expired for two (2) consecutive periods during which annual members meetings were held or were to be held; or
4. The assets of the association are being misapplied or wasted.
(2) The clerk of the court shall deliver a certified copy of the decree of dissolution to the Secretary of State, who shall file it. The dissolution shall be effective upon the latter of the date specified by the court or the filing of the decree of dissolution by the Secretary of State.
(3) After entering the decree of dissolution, the appropriate court shall direct the winding up and liquidation of the business and affairs of the limited cooperative association and the notification of claimants in accordance with this chapter.
Effective: July 12, 2012
History: Created 2012 Ky. Acts ch. 160, sec. 90, effective July 12, 2012.