reglab/housing_qa huggingface dataset:
MO Rev Stat § 351.1135 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1135 - Contributions accepted, when, requirements.

Effective - 28 Aug 2011   351.1135. Contributions accepted, when, requirements. — 1. Subject to any restrictions in sections 351.1000 to 351.1228, the articles, or bylaws regarding patron and nonpatron membership interests, and only when authorized by the board, a cooperative may accept contributions which may be patron or nonpatron membership contributions under this section, make contribution agreements under section 351.1138, and make contribution rights agreements under section 351.1141.  2. Except as otherwise set forth in the bylaws, a person may make a contribution to a cooperative:  (1) By paying money or transferring the ownership of an interest in property to the cooperative or rendering services to or for the benefit of the cooperative; or  (2) Through a written obligation signed by the person to pay money or transfer ownership of an interest in property to the cooperative or to perform services to or for the benefit of the cooperative.  3. No purported contribution shall be treated or considered as a contribution, unless:  (1) The board accepts the contribution on behalf of the cooperative and in that acceptance describes the contribution, including terms of future performance, if any, and agrees to and states the value being accorded to the contribution; and  (2) The fact of contribution and the contribution's accorded value are both reflected in the required records of the cooperative.  4. The determination of the board as to the amount or fair value or the fairness to the cooperative of the contribution accepted or to be accepted by the cooperative or the terms of payment or performance, including under a contribution agreement under section 351.1138, and a contribution rights agreement under section 351.1141, are presumed to be proper if they are made in good faith and on the basis of accounting methods, or a fair valuation or other method, reasonable in the circumstances. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1138 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1138 - Contribution agreements, requirements.

Effective - 28 Aug 2011   351.1138. Contribution agreements, requirements. — 1. A contribution agreement, whether made before or after the formation of the cooperative, is not enforceable against the would-be contributor unless it is in writing and signed by the would-be contributor.  2. Unless otherwise provided in the contribution agreement, or unless all of the would-be contributors and, if in existence, the cooperative, consent to a shorter or longer period in the contribution agreement, a contribution agreement is irrevocable for a period of six months.  3. A contribution agreement, whether made before or after the formation of a cooperative, shall be paid or performed in full at the time or times, or in the installments, if any, specified in the contribution agreement. In the absence of a provision in the contribution agreement specifying the time at which the contribution is to be paid or performed, the contribution shall be paid or performed at the time or times determined by the board.  4. (1) Unless otherwise provided in the contribution agreement, in the event of default in the payment or performance of an installment or call when due, the cooperative may proceed to collect the amount due in the same manner as a debt due the cooperative. If a would-be contributor does not make a required contribution of property or services, the cooperative shall require the would-be contributor to contribute cash equal to that portion of the value, as determined in section 351.1135, of the contribution that has not been made.  (2) If the amount due under a contribution agreement remains unpaid for a period of twenty days after written notice of demand for payment has been given to the delinquent would-be contributor, the cooperative may:  (a) Terminate the contribution agreement and automatically revoke and cancel any membership interest issued to the would-be contributor under the contribution agreement, and retain any portion of the contribution previously paid by the would-be contributor; or  (b) Pursue any other remedy available to the cooperative at law or equity.  5. Unless otherwise provided in the articles or bylaws, a would-be contributor's rights under a contribution agreement may not be assigned, in whole or in part, to another person unless such assignment is approved by a majority of the board or unanimously by the members, either of which may be by written consent, and upon such terms as set forth in the bylaws. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1141 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1141 - Contribution rights agreements.

Effective - 28 Aug 2011   351.1141. Contribution rights agreements. — 1. Subject to any restrictions in the articles or bylaws, a cooperative may enter into contribution rights agreements under the terms, provisions, and conditions fixed by the board.  2. Any contribution rights agreement shall be in writing and the writing shall state in full, summarize, or include by reference all of the agreement's terms, provisions, and conditions of the rights to make contributions.  3. Unless otherwise provided in the articles or bylaws, a would-be contributor's rights under a contribution rights agreement shall not be assigned, in whole or in part, to a person who was not a member at the time of the assignment, unless all the members approve the assignment by unanimous written consent. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1144 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1144 - Profits and losses, allocation of, requirements.

Effective - 28 Aug 2011   351.1144. Profits and losses, allocation of, requirements. — 1. Unless otherwise set forth in the articles or bylaws, the board shall prescribe the allocation of profits and losses between patron membership interests collectively and any other membership interests, which profits and losses may be allocated between patron membership interests collectively and other membership interests on the basis of the value of patronage by the patron membership interests collectively and other membership interests, or as otherwise determined by the board. Unless otherwise stated in the articles or bylaws, the allocation of profits to the patron membership interests collectively shall not be less than fifty percent of the total profits in any fiscal year. In no event shall the allocation of profits to the patron membership interests collectively be less than fifteen percent of the total profits in any fiscal year.  2. Unless otherwise set forth in the bylaws, the board shall prescribe the distribution of cash or other assets of the cooperative among the membership interests of the cooperative. If not otherwise provided in the bylaws, distribution shall be made to the patron membership interests collectively and other members on the basis of the number of membership interests issued to such member in relation to the total amount of membership interests then issued and outstanding. Unless otherwise set forth in the articles or bylaws, the distributions to patron membership interests collectively shall not be less than fifty percent of the total distributions in any fiscal year. In no event shall the distributions to patron membership interests collectively be less than fifteen percent of the total distributions in any year. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1150 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1150 - Unclaimed property, how treated.

Effective - 28 Aug 2011   351.1150. Unclaimed property, how treated. — 1. A cooperative may, in lieu of paying or delivering to the state the unclaimed property specified in its report of unclaimed property filed under section 447.539:  (1) Distribute the unclaimed property to a business entity or organization that is exempt from taxation; or  (2) Retain the unclaimed property as operational reserve funds.  2. The right of an owner to unclaimed property held by a cooperative is extinguished when the property is disbursed by the cooperative to a tax exempt organization or retained by the cooperative as set forth in subsection 1 of this section if:  (1) A reasonable effort to distribute the property to the member has been made by the cooperative; and  (2) (a) Notice that the payment is available has been mailed to the last known address of the person shown by the records to be entitled to the property; or  (b) If the member's address is unknown, notice is published in an official publication of the cooperative; and  (3) The cooperative has received no response from the member within the two-year period following the date such notice was mailed or published as the case may be. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1159 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1159 - Abandonment of plan of merger, procedure.

Effective - 28 Aug 2011   351.1159. Abandonment of plan of merger, procedure. — 1. After a plan of merger has been approved by the members entitled to vote on the approval of the plan and before the effective date of the plan, the plan may be abandoned by the same vote that approved the plan.  2. A plan of merger may be abandoned before the effective date of the plan by a resolution of the board of any surviving entity or merging entity, subject to the contract rights of any other person under the plan. If a plan of merger is with a foreign business entity, the plan of merger may be abandoned before the effective date of the plan by a resolution of the foreign business entity adopted according to the laws of the state under which the foreign business entity is organized, subject to the contract rights of any other person under the plan. If the plan of merger is with a domestic business entity, the plan of merger may be abandoned by the domestic business entity in accordance with the provisions of the revised statutes of Missouri, subject to the contractual rights of any other person under the plan.  3. If articles of merger have been filed with the secretary of state, but have not yet become effective, the constituent organizations, or any one of them, shall file with the secretary of state articles of abandonment that contain:  (1) The names of the constituent organizations;  (2) The provisions of this section under which the plan is abandoned and the text of the resolution abandoning the plan. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1162 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1162 - Dissolution, affirmative vote required.

Effective - 28 Aug 2011   351.1162. Dissolution, affirmative vote required. — A cooperative may be dissolved by the affirmative vote of two-thirds of the members or by order of the court. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1165 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1165 - Notice of dissolution.

Effective - 28 Aug 2011   351.1165. Notice of dissolution. — Before a cooperative begins dissolution, a notice of intent to dissolve shall be filed with the secretary of state. The notice shall contain:  (1) The name of the cooperative;  (2) The date and place of the members' meeting at which the resolution was approved; and  (3) A statement that the requisite vote of the members approved the proposed dissolution. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1168 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1168 - Dissolution, interests in property may be conveyed, when.

Effective - 28 Aug 2011   351.1168. Dissolution, interests in property may be conveyed, when. — 1. After the notice of intent to dissolve has been filed with the secretary of state, the board, or the officers acting under the direction of the board shall proceed as soon as possible:  (1) To collect or make provision for the collection of all debts due or owing to the cooperative, including unpaid subscriptions for shares; and  (2) To pay or make provision for the payment of all debts, obligations, and liabilities of the cooperative according to their priorities.  2. After the notice of intent to dissolve has been filed with the secretary of state, the board may sell, lease, transfer, or otherwise dispose of all or substantially all of the property and assets of the dissolving cooperative without a vote of the members.  3. Tangible and intangible property, including money, remaining after the discharge of the debts, obligations, and liabilities of the cooperative shall be distributed to the members and former members as provided in the articles or bylaws, which may be on the basis of such member's patronage with the cooperative, unless otherwise provided by law. If previously authorized by the members, the tangible and intangible property of the cooperative may be liquidated and disposed of at the discretion of the board. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1171 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1171 - Revocation of dissolution proceedings, when — members' meeting permitted — effective date of revocation.

Effective - 28 Aug 2011   351.1171. Revocation of dissolution proceedings, when — members' meeting permitted — effective date of revocation. — 1. Dissolution proceedings may be revoked before the articles of dissolution are filed with the secretary of state.  2. The board may call a members' meeting to consider the advisability of revoking the dissolution proceedings. The question of the proposed revocation shall be submitted to the members at the members' meeting called to consider the revocation. The dissolution proceedings are revoked if the proposed revocation is approved at the members' meeting by a majority of the members of the cooperative or for a cooperative with articles or bylaws requiring a greater number of members, the number of members required by the articles or bylaws.  3. Revocation of dissolution proceedings is effective when a notice of revocation is filed with the secretary of state. After the notice is filed, the cooperative may resume business. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1174 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1174 - Creditor claims barred, when.

Effective - 28 Aug 2011   351.1174. Creditor claims barred, when. — The claim of a creditor or claimant against a dissolving cooperative is barred if the claim has not been enforced by initiating legal, administrative, or arbitration proceedings concerning the claim by two years after the date the notice of intent to dissolve is filed with the secretary of state. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1177 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1177 - Articles of dissolution, procedure.

Effective - 28 Aug 2011   351.1177. Articles of dissolution, procedure. — 1. Articles of dissolution of a cooperative shall be filed with the secretary of state after payment of the claims of all known creditors and claimants has been made or provided for and the remaining property has been distributed by the board. The articles of dissolution shall state:  (1) That all debts, obligations, and liabilities of the cooperative have been paid or discharged or adequate provisions have been made for them or time periods allowing claims have run and other claims are not outstanding;  (2) That the remaining property, assets, and claims of the cooperative have been distributed among the members or under a liquidation authorized by the members; and  (3) That legal, administrative, or arbitration proceedings by or against the cooperative are not pending or adequate provision has been made for the satisfaction of a judgment, order, or decree that may be entered against the cooperative in a pending proceeding.  2. The cooperative is dissolved when the articles of dissolution have been filed with the secretary of state.  3. The secretary of state shall issue to the dissolved cooperative or its legal representative a certificate of dissolution that contains:  (1) The name of the dissolved cooperative;  (2) The date the articles of dissolution were filed with the secretary of state; and  (3) A statement that the cooperative is dissolved. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1180 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1180 - Court supervision of dissolution, when.

Effective - 28 Aug 2011   351.1180. Court supervision of dissolution, when. — After a notice of intent to dissolve has been filed with the secretary of state and before a certificate of dissolution has been issued, the cooperative or, for good cause shown, a member or creditor may apply to a court within the county where the registered address is located to have the dissolution conducted or continued under the supervision of the court. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1186 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1186 - Court authority in dissolution proceedings — receiver may be appointed — distribution of assets.

Effective - 28 Aug 2011   351.1186. Court authority in dissolution proceedings — receiver may be appointed — distribution of assets. — 1. In dissolution proceedings before a hearing can be completed, the court may:  (1) Issue injunctions;  (2) Appoint receivers with all powers and duties that the court directs;  (3) Take actions required to preserve the cooperative's assets wherever located; and  (4) Carry on the business of the cooperative.  2. After a hearing is completed, upon notice to parties to the proceedings and to other parties in interest designated by the court, the court may appoint a receiver to collect the cooperative's assets including amounts owing to the cooperative by subscribers on account of an unpaid portion of the consideration for the issuance of shares. A receiver has authority, subject to the order of the court, to continue the business of the cooperative and to sell, lease, transfer, or otherwise dispose of the property and assets of the cooperative either at public or private sale.  3. The assets of the cooperative or the proceeds resulting from a sale, lease, transfer, or other disposition shall be applied in the following order of priority:  (1) The costs and expense of the proceedings, including attorney fees and disbursements;  (2) Debts, taxes, and assessments due the United States, this state, and other states in that order;  (3) Claims duly proved and allowed to employees under the provisions of the workers' compensation act except that claims under this clause may not be allowed if the cooperative carried workers' compensation insurance, as provided by law, at the time the injury was sustained;  (4) Claims, including the value of all compensation paid in a medium other than money, proved and allowed to employees for services performed within three months preceding the appointment of the receiver, if any; and  (5) Other claims proved and allowed.  4. After payment of the expenses of receivership and claims of creditors are proved, the remaining assets, if any, may be distributed to the members or distributed under an approved liquidation plan. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1189 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1189 - Receivers, requirements.

Effective - 28 Aug 2011   351.1189. Receivers, requirements. — 1. A receiver shall be a natural person or a domestic business entity or a foreign business entity authorized to transact business in this state. A receiver shall give a bond as directed by the court with the sureties required by the court.  2. A receiver may sue and defend in all courts as receiver of the cooperative. The court appointing the receiver has exclusive jurisdiction over the cooperative and its property. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1192 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1192 - Involuntary dissolution, when.

Effective - 28 Aug 2011   351.1192. Involuntary dissolution, when. — 1. A cooperative may be dissolved involuntarily by a decree of a court in this state in an action filed by the attorney general if it is established that:  (1) The articles and certificate of organization were procured through fraud;  (2) The cooperative was organized for a purpose not permitted by sections 351.1000 to 351.1228 or prohibited by state law;  (3) The cooperative has flagrantly violated a provision of sections 351.1000 to 351.1228, has violated a provision of sections 351.1000 to 351.1228 more than once, or has violated more than one provision of sections 351.1000 to 351.1228; or  (4) The cooperative has acted, or failed to act, in a manner that constitutes surrender or abandonment of the cooperative's privileges, or enterprise.  2. An action may not be commenced under subsection 1 of this section until forty-five days after notice to the cooperative by the attorney general of the reason for the filing of the action. If the reason for filing the action is an act that the cooperative has committed, or failed to commit, and the act or omission may be corrected by an amendment of the articles or bylaws or by performance of or abstention from the act, the attorney general shall give the cooperative thirty additional days to make the correction before filing the action. If the cooperative makes the correction within such thirty-day period, the attorney general shall not file the action. ­­-------- (L. 2011 S.B. 366)
MO Rev Stat § 351.1195 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 351 - General and Business Corporations|Section 351.1195 - Creditor claims to be filed under oath, when, court procedure.

Effective - 28 Aug 2011   351.1195. Creditor claims to be filed under oath, when, court procedure. — 1. In proceedings to dissolve a cooperative, the court may require all creditors and claimants of the cooperative to file their claims under oath with the court administrator or with the receiver in a form prescribed by the court.  2. If the court requires the filing of claims, the court shall:  (1) Set a date, by order, at least one hundred twenty days after the date the order is filed as the last day for the filing of claims; and  (2) Prescribe the notice of the fixed date that shall be given to creditors and claimants.  3. Before the fixed date, the court may extend the time for filing claims. Creditors and claimants failing to file claims on or before the fixed date may be barred, by order of court, from claiming an interest in or receiving payment out of the property or assets of the cooperative. ­­-------- (L. 2011 S.B. 366)