reglab/statecodes huggingface dataset:
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 16 - MISSISSIPPI REGISTRATION OF FOREIGN BUSINESS TRUSTS ACT (§§ 79-16-1 — 79-16-35) › Section 79-16-35 - Laws applicable to foreign business trust previously transacting business in this state

(1)
Foreign business trusts which are transacting business in this state at the time this law takes effect, for a purpose or purposes for which a foreign business trust might secure such authority under said law, shall, subject to the limitations set forth in their respective certificates of authority, be entitled to all the rights and privileges applicable to foreign business trusts procuring certificates of authority to transact business, and such foreign business trusts shall be subject to all the limitations, restrictions, liabilities and duties prescribed herein for foreign business trusts procuring certificates of authority to transact business in this state.
(2)
Within one (1) year from July 1, 1998, all foreign business trust transacting business within the state at the time said chapter takes effect shall secure a certificate of authority or be subject to the penalties, restrictions and limitations otherwise herein provided.
Laws, 1998, ch. 428, § 18, eff. 7/1/1998.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-1 - Agriculture classified as primary industry

Agriculture is the primary industry in the State of Mississippi, and it is in the interest of said state and its inhabitants that agriculture be classified in the manner and for the purposes herein set forth.
Codes, 1930, § 4080; 1942, § 4475; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-3 - A supplementary law

This chapter is supplementary of and not amendatory or in alteration of any other laws for the accomplishment of any of the purposes herein set forth, and shall apply only to organizations created and operating hereunder.
Codes, 1930, § 4081; 1942, § 4476; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-5 - How may be cited

This chapter shall be known as the "Agricultural Association Law," and may be cited as such and may be abbreviated as "A.A.L."
Codes, 1930, § 4082; 1942, § 4477; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-7 - Purposes

The purposes of this chapter are to promote the general welfare of agriculture; to enable producers of agricultural products whether in the State of Mississippi or not to co-operate in the productions, processing, packing, distribution, financing and marketing of agricultural products, and the elimination of speculation and waste therein; to enable such producers to organize incorporated associations with or without capital stock and not for profit but for service to their members by the organization and operation of such corporations by a simplified and inexpensive procedure for the promotion and accomplishment of such co-operation and the general welfare of agriculture.
Codes, 1930, § 4083; 1942, § 4478; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-9 - Name of associations incorporated hereunder

Any such incorporated association shall have a distinctive name, the concluding part of which shall be "A.A.L." in parentheses; and no organization not created under this chapter, whether incorporated or unincorporated, shall use or have as a part of its name or title the letters "A.A.L." When any federation shall be organized under this chapter, and shall have adopted as a part of its name any distinctive words which are indicative of its field of service, such as the words "farm bureau," no person, firm, corporation or association shall be entitled to use such words as a part of its name unless it be a member of such federation; and if any member thereof shall cease to be a member, it shall thereupon be required to change its name so as to eliminate the use of such words therein.
Codes, 1930, § 4084; 1942, § 4479; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-11 - Unlawful use of the words "farm bureau."

(1)
The use of the words "farm bureau" by any person, firm, partnership, association, corporation, or other business enterprise doing business in the State of Mississippi, except by the Mississippi Farm Bureau Federation or its subsidiaries or affiliate associations, shall be unlawful.
(2)
The use of the words "farm bureau," either preceded by or followed by the name of any state, county, or town or by any word designating a product, service, activity, or enterprise in the State of Mississippi shall be unlawful; provided, however, this shall not limit nor affect the right of the Mississippi Farm Bureau Federation, or any of its affiliate associations, in the free use of such words.
(3)
The Mississippi Farm Bureau Federation may authorize its affiliate or associate organizations, services, or activities to use the words "farm bureau" by resolution duly adopted and spread upon the minutes of its board of directors, a certified copy of which shall be filed with the secretary of state before such words shall be used by any other than the Mississippi Farm Bureau Federation.
(4)
Any person, firm, partnership, association, or corporation violating any of the provisions of this section shall be guilty of a misdemeanor and, upon conviction, fined not less than One Hundred Dollars ($100.00) or imprisoned in the county jail not exceeding six (6) months, or both.
Codes, 1942, § 4479-01; Laws, 1946, ch. 213, §§ 1-4.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-13 - How associations may be formed

Three (3) or more producers of agricultural products in the State of Mississippi who may desire that they, their associates, and successors shall come under this chapter and enjoy its benefits may enter into articles of association and incorporation, which shall set forth the name of the organization, the period of its existence (which shall be for not more than ninety-nine (99) years), its domicile, and that it is to be organized and operated under this chapter. Such articles shall be in duplicate and signed and acknowledged by all those named therein and filed with the Secretary of State of Mississippi. Upon the receipt of Twenty-five Dollars ($25.00) as a recording fee, the Secretary of State shall file both of said copies, endorsing thereon over his official signature the filing and the date thereof. Thereupon and by such filing and indorsement, said association described in the said articles shall be and become a complete and valid corporation without capital stock and without individual liability on the part of the organizers, their associates and successors, who may become members of such incorporated association, or on the part of the directors and officers of such organization, notwithstanding indebtedness be incurred by said corporation and it be without capital stock. Such articles when so filed shall be the charter of such corporation. Upon the filing and endorsement of the articles as aforesaid, the Secretary of State shall return one (1) of said copies of said articles to said corporation, which shall have the same recorded in the record of charters in the office of the clerk of the chancery court of the county in which the principal office or place of business of such corporation is located, and the Secretary of State shall retain the other copy of said articles for his files and record it and said endorsements thereon in the records of charters in his office. Such articles may be amended by the same procedure except that the proposed amendment shall be signed by two (2) executive officers, only after authority given by the vote of a majority of the members present at any membership meeting duly called and held; provided, however, that notice of such meeting and a statement of the substance of the proposed amendment to the articles of association and incorporation shall be mailed or delivered by hand to all members of the incorporated association at least fifteen (15) days prior to the date of such meeting. The recording fee for an amendment to such articles shall be Twenty Dollars ($20.00).
Codes, 1930, § 4085; 1942, § 4480; Laws, 1928, ch. 295; Laws, 1930, ch. 109; Laws, 1958, ch. 204; Laws, 1964, ch. 256; Laws, 2004, ch. 422, § 1, eff. 7/1/2004.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-15 - Organization, officers, bylaws

A majority of the organizing members named in the articles, at a time and place agreed upon in writing by all of the said organizers or when and where all are present or upon call of a majority of such organizers and upon five (5) days' notice thereof in writing giving the time, place and purposes of the meeting by United States mail or delivery by hand to all of the others of said organizing members, may make permanent organization of such corporation and adopt bylaws for the same and elect the members of the board of directors and such officers as under the bylaws may be elected by the members. The bylaws so adopted may be amended by the vote of a majority of the members present at any membership meeting duly called and held; provided, however, notice of such meeting and a statement of the substance of the proposed bylaw amendment shall be mailed or delivered by hand to all members of the incorporated association at least fifteen (15) days prior to the date of such meeting.
Codes, 1930, § 4086; 1942, § 4481; Laws, 1928, ch. 295; Laws, 1930, ch. 109; Laws, 1964, ch. 257, eff. 3/11/1964.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-17 - Board of directors to control affairs

The affairs of such incorporated association shall be conducted, controlled and managed by a board of directors of such number and with such terms of office as may be provided by the bylaws.
Codes, 1930, § 4087; 1942, § 4482; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-19 - Voting by mail, dues and fees

The bylaws may provide among other things for voting of the members by mail and for membership fees and dues, and shall provide how membership in the incorporated association may be acquired and lost.
Codes, 1930, § 4088; 1942, § 4483; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-21 - Membership nontransferable

All memberships shall be personal to the member and equal in right, and shall not be transferable, assignable, vendible, inheritable, devisable, or seizable; and each member shall have one (1) vote only.
Codes, 1930, § 4089; 1942, § 4484; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-27 - Charges for expenses and creating reserve

Such incorporated association may make charges to its members and deductions from the proceeds of their products for services rendered to them for the purpose of paying the expenses of operation and the maintenance and development of such association, and for the creation and maintenance of reserves for the purpose of paying expenses, retiring obligations, acquiring, maintaining and operating property necessary or useful in carrying out the purposes of this chapter and for caring for contingencies, and such reserves may be used or distributed as may be deemed proper by the board of directors under the bylaws; and such corporation may make patronage dividends or distributions to its members and may do any and all things not unlawful in carrying out the purposes of this chapter, and shall have and enjoy all the rights, privileges and immunities of other corporations not inconsistent with this chapter.
Codes, 1930, § 4092; 1942, § 4487; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-29 - Certain suits authorized

Such incorporated association may sue and be sued; and may collect, sue for and realize on claims for the purchase money of products sold by it for its members and/or nonmembers, and on claims for freight overcharges on, and for loss and damage to, shipments made by it for its members and/or nonmembers, for the use and benefit of such persons.
Codes, 1930, § 4093; 1942, § 4488; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-31 - Associations may federate

Such associations incorporated hereunder may, in carrying out their purposes, become members of and enjoy the facilities and co-operation of any federation whose members are agricultural societies, organizations or associations, whose purposes and operations are in any way promotive of and not inconsistent with the purposes of this chapter.
Codes, 1930, § 4094; 1942, § 4489; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-35 - "Producers" defined

Producers of agricultural products herein mentioned shall include individual persons, partnerships, associations and corporations who produce such products either directly or as landlords, tenants or share-croppers.
Codes, 1930, § 4096; 1942, § 4491; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-37 - Powers of federation

Any such federation incorporated hereunder for the purpose of carrying out the purposes of this chapter and the rendition of services to its constituent members and their members shall have all the rights, powers, privileges and immunities herein given its constituent members as an incorporated association hereunder. The members of the constituent members of such federation shall be treated as members of the federation to the extent that services rendered to them by the federation shall be considered to be rendered to its own members.
Each incorporated association or federation organized hereunder shall be exempt from the payment of income and franchise taxes, and shall be exempt from the payment of sales taxes on all agricultural products and products of the farm, grove, or garden grown in Mississippi. All exemptions applying to agricultural products grown in Mississippi in the possession or under the control of the producer shall apply similarly and completely to such products when delivered by the producer to such association or federation, and while in its possession or under its control or owner of it.
All shares of stock in any federation or association organized under this chapter shall be exempt from ad valorem taxation. Dividends or other net earnings paid to the holders of such stock, or to members of such federation or association, however, shall not be exempt from income taxation in the hands of such shareholder or member.
Codes, 1930, § 4097; 1942, § 4492; Laws, 1930, ch. 109; Laws, 1936, ch. 328; Laws, 1940, ch. 126; Laws, 1944, ch. 136; Laws, 1954, ch. 151, § 1, eff. 5/1/1954.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-39 - "Agricultural products" defined

Agricultural products as herein defined shall include the products of field, pasture, meadow and garden, and fruits, melons, berries, nuts and vegetables, live stock, poultry and poultry products, dairy products and all other things commonly known as agricultural products.
Codes, 1930, § 4098; 1942, § 4493; Laws, 1928, ch. 295; Laws, 1930, ch. 109.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 17 - AGRICULTURAL ASSOCIATIONS; CONVERSION TO CORPORATE FORM (§§ 79-17-1 — 79-17-41) › Section 79-17-41 - [Repealed]

Codes, 1942, § 4535.5; Laws, 1950, ch. 311, §§ 1-4; Laws, 1964, ch. 264, eff. 4/15/1964.
Repealed by Laws, 2013, ch. 419, SB 2684, 6, eff. 7/1/2013.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-1 - Declaration of policy

It is the purpose of this chapter to promote, foster and encourage the intelligent and orderly marketing of agricultural products through cooperation and to eliminate speculation and waste; and to make the distribution of agricultural products as direct as can be efficiently done between producer and consumer; and to stabilize the marketing of agricultural products; and to promote, foster and encourage the live stock and poultry industry.
Codes, 1930, § 4099; 1942, § 4494; Laws, 1922, ch. 179; Laws, 1930, ch. 10.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-3 - Definitions; nature of associations; short title

As used in this chapter:
(a)
The term "agricultural product" shall include horticultural, viticultural, forestry, dairy, live stock, poultry, bee and any other farm products;
(b)
The term "member" shall include actual members of associations without capital stock and holders of common stock in associations organized with capital stock;
(c)
The term "association" means any association organized under this chapter; and
(d)
The term "person" shall include individuals, firms, partnerships, corporations and associations.
Associations organized hereunder shall be deemed nonprofit, inasmuch as they are not organized to make profits for themselves, as such, or for their members, as such, but only for their members as producers.
This chapter shall be referred to as the "Cooperative Marketing Law and Cooperative Live Stock and Poultry Raising Law."
Codes, 1930, § 4100; 1942, § 4495; Laws, 1922, ch. 179; Laws, 1930, ch. 10.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-5 - Who may organize

Twenty (20) or more persons, a majority of whom are residents of this state, engaged in the production of agricultural products may form a nonprofit, cooperative association, with or without capital stock, under the provisions of this chapter; provided, however, that for the formation of cooperative associations for growing, breeding, selling, and handling live stock or poultry, five (5) or more persons may form a cooperative association.
Codes, 1930, § 4101; 1942, § 4496; Laws, 1922, ch. 179; Laws, 1930, ch. 10.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-7 - Purposes

An association may be organized to engage in any activity in connection with the growing, breeding, handling, shipping, or utilization, or moving or marketing of the byproducts thereof of live stock and poultry of every description, and with the marketing or selling of agricultural products of it members, or with the harvesting, preserving, drying, processing, manufacturing, canning, packing, grading, storing, handling, shipping, or utilization thereof, or the manufacturing or marketing of the byproducts thereof; or in connection with the manufacturing, selling, or supplying to its members of machinery, equipment, or supplies; or in the financing of the above enumerated activities; or in any one or more of the activities specified herein.
Codes, 1930, § 4102; 1942, § 4497; Laws, 1922, ch. 179; Laws, 1930, ch. 10.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-9 - Powers

Each association incorporated hereunder shall have the following powers:
(a)
To engage in any activity in connection with the growing, breeding, marketing, selling, or buying, or utilization of live stock and poultry of every description and the byproducts thereof, or with the marketing, selling, harvesting, preserving, drying, processing, manufacturing, canning, packing, grading, storing, handling, or utilization of any agricultural product produced or delivered to it by its members; or the manufacturing or marketing of the byproducts thereof; or in connection with the purchase, hiring, or use by its members of supplies, machinery, or equipment; or in the financing of any such activities; or in any one or more of the activities specified in this section. The association may also buy, sell and deal in agricultural products of nonmembers to an amount not greater in value than such as are handled by it for its members.
(b)
To borrow money and to make advances to members.
(c)
To act as the agent or representative of any member or members in any of the above mentioned activities.
(d)
To purchase or otherwise acquire, and to hold, own, and exercise all rights of ownership in, and to sell, transfer, or pledge, or guarantee the payment of dividends or interest on, or the retirement or redemption of shares of the capital stock or bonds of any corporation or association engaged in any related activity, or in the warehousing or handling or marketing of any of the products handled by the association.
(e)
To establish reserves and to invest the funds thereof in bonds or such other property as may be provided in the bylaws.
(f)
To buy, hold, and exercise all privileges of ownership over such real or personal property as may be necessary or convenient for the conducting and operation of any of the business of the association, or incidental thereto.
(g)
To do each and every thing necessary, suitable, or proper for the accomplishment of any one (1) of the purposes, or the attainment of any one or more of the objects herein enumerated, or conducive to or expedient for the interest or benefit of the association; and to contract accordingly; and in addition to exercise and possess all powers, rights, and privileges necessary or incidental to the purposes for which the association is organized, or to the activities in which it is engaged; and to do any such thing anywhere.
(h)
To sue and be sued, and prosecute and be prosecuted to judgment and suit before any court; to contract and be contracted with.
Codes, 1930, § 4103; 1942, § 4498; Laws, 1922, ch. 179; Laws, 1930, ch. 10.
Amended by Laws, 2014, ch. 507, HB 914, 1, eff. 7/1/2014.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-11 - Members

(1)
Under the terms and conditions prescribed in its bylaws, an association may admit as members, or issue common stock or certificate of membership, only to persons engaged in the production of the agricultural products to be handled by or through the association, including the lessees and tenants of land used for the production of such products and any lessors and landlords who receive as rent part of the crops raised in the leased premises. Certificate of membership and common stock shall not be transferable, and no person shall acquire the same by operation of law or otherwise, except as provided herein.
(2)
If a member of a nonstock association be other than a natural person, such member may be represented by any individual, associate, officer, manager, or member thereof, duly authorized in writing.
(3)
One (1) association organized hereunder may become a member or stockholder of any other association or associations organized hereunder or whose purposes and operations are in harmony with the purposes of this chapter.
(4)
The first meeting of persons at interest, unless otherwise provided for, may be called by notice published in some convenient newspaper at least five (5) days before the time appointed for the meeting, which notice shall be signed by one or more persons named in the articles of association; and the meeting when assembled may proceed to organize the association.
Codes, 1930, §§ 4103, 4104; 1942, §§ 4498, 4499; Laws, 1922, ch. 179; Laws, 1930, ch. 10; Laws, 1964, ch. 260, eff. 3/11/1964.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-13 - Articles of association

Each association formed under this chapter must prepare and file articles of association, setting forth:
(a)
The name of the association.
(b)
The purposes for which it is formed.
(c)
The place where its principal business will be transacted.
(d)
The term for which it is to exist, if other than perpetual.
(e)
The number of directors thereof, which must not be less than five (5) and may be any number in excess thereof, and the term of office of such directors.
(f)
If organized without capital stock, whether the property rights and interest of each member shall be equal or unequal; and if unequal, the articles shall set forth the general rule or rules applicable to all members by which property right and interests, respectively, of each member may and shall be determined and fixed; and provision for the admission of new members who shall be entitled to share in the property of the association with the old members, in accordance with such general rule or rules. This paragraph of the articles of association shall not be altered, amended, or repealed except by the written consent of the vote of three-fourths (3/4) of the members.
(g)
If organized with capital stock, the amount of such stock and the number of shares into which it is divided and the par value thereof. The capital stock may be divided into preferred and common stock. If so divided the articles of association must contain a statement of the number of shares of stock to which preference is granted and the number of shares of stock to which no preference is granted and the nature and definite extent of the preference and privileges granted to each.
The articles must be subscribed by the incorporators and acknowledged by one (1) of them before an officer authorized by the laws of this state to take and certify acknowledgments, and shall be filed and recorded in the Office of the Secretary of State.
Codes, 1930, § 4105; 1942, § 4500; Laws, 1922, ch. 179; Laws, 1962, ch. 227, eff. 3/20/1962.
Amended by Laws, 2014, ch. 507, HB 914, 2, eff. 7/1/2014.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-15 - Amendments to articles of association

(1)
Any amendment to the articles of association must first be approved by a vote of not less than two-thirds (2/3) of all the members of the board of directors and then adopted by a vote representing a majority of all the members of the association.
(2)
However, if a majority of the members are not present at a meeting of the members of the association to a proposed amendment that has been submitted, then those present shall recess the meeting to a time and place certain, but not sooner than three (3) weeks from the time of recess. Prior to the reconvening of the recessed meeting, notices shall be published each week for three (3) consecutive weeks in a newspaper of general circulation in the place where the principal office of the association is located. These notices shall state the time, place, and purpose of the recessed meeting. When the meeting reconvenes, the members present shall constitute a quorum, and may take action on the proposed amendment by a majority vote of those present, even if members present are fewer than a majority of the total membership of the association.
(3)
Amendments to the articles of association when so adopted shall be certified to by the president and secretary of the association and shall be filed with the Secretary of State. Such certification and filing shall be conclusive evidence of the validity of such amendment.
Codes, 1930, § 4106; 1942, § 4501; Laws, 1922, ch. 179; Laws, 1964, ch. 261, eff. 3/11/1964.
Amended by Laws, 2014, ch. 507, HB 914, 3, eff. 7/1/2014.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-19 - General and special meetings, how called

In its bylaws each association shall provide for one or more regular meetings annually. The board of directors shall have the right to call a special meeting at any time, and ten percent (10%) of the members or stockholders may file a petition stating the specific business to be brought before the association and demand a special meeting at any time. Such meeting must thereupon be called by the directors. Notice of all meetings, together with a statement of the purposes thereof, shall be mailed to each member at least ten (10) days prior to the meeting; provided, however, that the bylaws may require instead that such notice may be given by publication in a newspaper of general circulation, published at the principal place of business of the association.
Codes, 1930, § 4108; 1942, § 4503; Laws, 1922, ch. 179.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-21 - Directors; election

The affairs of the association shall be managed by a board of not less than five (5) directors, elected by the members or stockholders from their own number and shall have all rights and powers as provided for under the general corporation laws of this state, and such other powers as may be necessary to the proper execution of provisions of this chapter. The bylaws may provide that the territory in which the association has members shall be divided into districts and that the directors shall be elected according to such districts. In such case the bylaws shall specify the number of directors to be elected by each district, the manner and method of reapportioning the directors and of redistricting the territory covered by the association. The bylaws may provide that primary elections should be held in each district to elect the directors apportioned to such districts and the result of all such primary elections must be ratified by the next regular meeting of the association or may be considered final as to the association.
The bylaws may provide that one or more directors may be appointed by the president of Mississippi State University of Agriculture and Applied Science or such other public official, commission, association or board as may be indicated by such bylaws. Such directors shall represent primarily the interest of the general public in such associations. The director or directors so appointed need not be members or stockholders of the association, but shall have the same powers and rights as other directors. Such directors shall not number more than one-fifth (1/5) of the entire number of directors.
The directors of an association may provide a fair remuneration for the time actually spent by its officers, directors and employees in its service. No director, during the term of his office, shall be a party to a contract for profit with the association, differing in any way from the business relations accorded regular members or holders of common stock of the association.
The bylaws may provide for an executive committee and may allot to such committee all the functions and powers of the board of directors, subject to the general direction and control of the board.
When a vacancy on the board of directors occurs, other than by expiration of term, the remaining members of the board, by a majority vote, shall fill the vacancy unless the bylaws provide for an election of directors by districts. In such a case the board of directors shall immediately call a special election to be voted in by the members or stockholders in that district to fill the vacancy.
Codes, 1930, § 4109; 1942, § 4504; Laws, 1922, ch. 179.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-23 - Election of officers

The directors shall elect from their number a chairman or board president. The directors also shall elect a chief operating officer of the association, one or more vice presidents, a secretary and treasurer, none of whom need be directors or members of the association. The board may combine the two (2) latter offices and designate the combined office as secretary-treasurer. The treasurer may be a bank or any depository, and as such shall not be considered as an officer but as a function of the board of directors. In such case the secretary shall perform the usual accounting duties of the treasurer, excepting that the funds shall be deposited only as authorized by the board of directors.
Codes, 1930, § 4110; 1942, § 4505; Laws, 1922, ch. 179.
Amended by Laws, 2014, ch. 507, HB 914, 4, eff. 7/1/2014.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-25 - Stock, membership certificates, when issued; voting; liability; limitations on transfer and ownership

When a member of an association established without capital stock has paid his membership fee, if required, in full he shall receive a certificate of membership.
No association shall issue stock to a member until it has been fully paid for.
Except for debts lawfully contracted between him and the association, no member shall be liable for the debts of the association to an amount exceeding the sum remaining unpaid on his membership fee.
No stockholder of a cooperative association shall own more than one-twentieth (
1
/
20
) of the common stock of the association or more than one-twentieth (
1
/
20
) of the preferred stock of the association enjoying voting rights, but any one (1) stockholder may own one-twentieth (
1
/
20
) of each class; and an association, in its bylaws, may limit the amount of common stock or of preferred stock enjoying voting rights which one (1) member may own to any amount less than one-twentieth (
1
/
20
) of such stock.
Each share of stock shall entitle the holder thereof to one (1) vote in the management of the association; provided, however, if authorized by the articles of association, classes of preferred stock may be issued without voting rights.
Preferred stock may be redeemable or retirable by the association on such terms and conditions as may be provided for by the articles of association and printed on the face of the certificate.
The bylaws shall prohibit the transfer of the common stock or of preferred stock enjoying voting rights to persons not engaged in the production of the agricultural products handled by the association, and such restrictions must be printed upon every certificate of stock subject thereto.
The association may at any time, except when the debts of the association exceed fifty percent (50%) of the assets thereof, buy in or purchase its stock at book value thereof as conclusively determined by the board of directors and pay for it in cash within one (1) year thereafter.
Codes, 1930, § 4111; 1942, § 4506; Laws, 1922, ch. 179; Laws, 1964, ch. 263, eff. 3/11/1964.
Amended by Laws, 2014, ch. 507, HB 914, 5, eff. 7/1/2014.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-27 - Removal of officer or director

Any member may bring charges against an officer or director by filing them in writing with the secretary of the association, together with a petition signed by ten percent (10%) of the members, requesting the removal of the officer or director in question. The removal shall be voted upon at the next regular or special meeting of the association and, by a vote of a majority of the members, the association may remove the officer or director and fill the vacancy. The director or officer against whom such charges have been brought shall be informed in writing of the charges previous to the meeting and shall have an opportunity at the meeting to be heard in person or by counsel and to present witnesses; and the person or persons bringing charges against him shall have the same opportunity. But such officer or director may be suspended by a vote of two thirds (2/3) of the directors, pending the hearing of such charges.
In case the bylaws provide for election of directors by districts with primary elections in each district, then the petition for removal of a director must be signed by twenty percent (20%) of the members residing in the district from which he was elected. The board of directors must call a special meeting of the members residing in that district to consider the removal of the director. By a vote of the majority of the members of that district, the director in question shall be removed from office.
Codes, 1930, § 4112; 1942, § 4507; Laws, 1922, ch. 179.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-29 - Referendum may be had in certain cases

Upon demand of one third (1/3) of the entire board of directors, any matter that has been approved or passed by the board must be referred to the entire membership or the stockholders for decision at the next special or regular meeting; provided, however, that a special meeting shall be called for the purpose.
Codes, 1930, § 4113; 1942, § 4508; Laws, 1922, ch. 179.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-31 - Marketing contract

The association and its members may make and execute marketing contracts, requiring the members to sell, for any period of time, not over ten (10) years, all or any specified part of their agricultural products or specified commodities exclusively to or through the association, or any facilities to be created by the association. If they contract a sale to the association, it shall be conclusively held that title to the products passes absolutely and unreservedly, except for recorded liens, to the association upon delivery, or when put in a merchantable condition, or at any other specified time if expressly and definitely agreed in the said contract. The contract may provide that the association may sell or resell the products delivered by its members, with or without taking title thereto; and pay over to its members the resale price, after deducting all necessary selling, overhead, and other costs, deductions as defined in said contract, and expenses, including interest on preferred stock, not exceeding eight percent (8%) per annum, and reserves for retiring the stock, if any; and other proper reserves; and interest not exceeding eight percent (8%) per annum upon common stock.
Codes, 1930, § 4114; 1942, § 4509; Laws, 1922, ch. 179.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-33 - Remedies for breach of contract or bylaws

(1)
The bylaws or the marketing contract of any association existing hereunder may fix, as liquidated damages, specific sums to be paid by the member or stockholder to the association upon the breach or threatened breach by him of any provision of the marketing contract regarding the sale or delivery or withholding of products; and may further provide that the member will pay all costs, premiums for bonds, expenses, and fees in case any action is brought upon the contract by the association; and any such provisions shall be valid and enforceable in the courts of law or equity of this state, and such clauses providing for liquidated damages shall be enforceable as such and shall not be regarded as penalties.
(2)
In the event of any breach or threatened breach of such marketing contract by a member or other person, the association shall be entitled to an injunction to prevent the breach or further breach of the contract, and to a decree of specific performance thereof. Pending the adjudication of such an action and upon filing a verified complaint showing the breach or threatened breach, and upon filing a bond in the sum of One Hundred Dollars ($100.00), the association shall be entitled to an injunction against the member or other person; provided, however, that the chancellor in his discretion may increase such bond to Five Hundred Dollars ($500.00), after a hearing on five (5) days' notice to the parties, if justice demands such increase in the amount of said bond.
(3)
In any action, legal or equitable, upon any marketing contract of any member with any association existing hereunder, it shall be conclusively presumed that the products produced by any person, firm, or corporation during the period of time covered by such marketing contract, on the land of such member, however and by whomsoever produced, are the products of such member and, as such, are subject to the said marketing contract if the said products have been grown or acquired under any contract between such member and such other person, firm, or corporation, entered into after the execution of the said marketing contract; and in such actions, the foregoing remedies for nondelivery or breach shall lie and be enforceable against such person, firms, or corporations.
Codes, 1930, § 4115; 1942, § 4510; Laws, 1922, ch. 179.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-35 - Purchasing business of other associations, persons, firms or corporations; payment; stock issued

Whenever an association organized or existing hereunder with preferred capital stock shall purchase the stock or any property, or any interest in any property, of any person, firm, or corporation, or association, it may discharge the obligations so incurred, wholly or in part, by exchanging for the acquired interest shares of its preferred capital stock to an amount which at par value would equal a fair market value of the stock or interest so purchased, as determined by the board of directors. In that case the transfer to the association of the stock or interest purchased shall be equivalent to payment in cash for the shares of stock issued.
Codes, 1930, § 4116; 1942, § 4511; Laws, 1922, ch. 179.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-37 - Conflicting laws not to apply

Any provisions of law which otherwise would be in conflict with this chapter shall not be construed as applying to the associations herein provided for, nor shall any such provisions be deemed to be repealed by this chapter.
Any exemptions under any and all existing laws applying to agricultural products in the possession or under the control of the individual producer shall apply similarly and completely to such products delivered by its farmer members, in the possession or under the control of the association.
Codes, 1930, § 4117; 1942, § 4512; Laws, 1922, ch. 179.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-39 - Limitation of the use of term "cooperative."

No person, firm, corporation, or association hereafter organized or doing business in this state shall be entitled to use the word "cooperative" as part of its corporate or other business name or title for producers' cooperative marketing activities, unless it has complied with the provisions of this chapter.
Codes, 1930, § 4118; 1942, § 4513; Laws, 1922, ch. 179.
Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 19 - AGRICULTURAL COOPERATIVE MARKETING ASSOCIATIONS (§§ 79-19-1 — 79-19-65) › Section 79-19-41 - Interest in other corporations or associations

An association may organize, form, operate, own, control, have an interest in, own stock of, or be a member of any corporation or association, with or without capital stock, engaged in preserving, drying, processing, canning, packing, storing, handling, shipping, utilizing, manufacturing, marketing, or selling of the agricultural products handled by the association, or the byproducts thereof. If such corporations are warehousing corporations, they may issue legal warehouse receipts to the association, against the commodities delivered by it, or to any other person; and such legal warehouse receipts shall be considered as adequate collateral to the extent of the usual and current value of the commodity represented thereby. In case such warehouse is licensed or licensed and bonded under the laws of this state or the United States, its warehouse receipts delivered to the association on commodities of the association or its members, or delivered by the association or its members, shall not be challenged or discriminated against because of ownership or control, wholly or in part, by the association.
Codes, 1930, § 4119; 1942, § 4514; Laws, 1922, ch. 179.