reglab/statecodes huggingface dataset:
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-410. Membership.

No person who is not an incorporator shall become a member of a cooperative unless such person shall agree to use electric energy furnished by the cooperative when such electric energy shall be available through its facilities. The bylaws of a cooperative may provide that any person, including an incorporator, shall cease to be a member thereof if he shall fail or refuse to use electric energy made available by the cooperative or if electric energy shall not be made available to such person by the cooperative within a specified time after such person shall have become a member thereof. Membership in the cooperative shall not be transferable, except as provided in the bylaws. The bylaws may prescribe additional qualifications and limitations in respect of membership.
HISTORY: 1962 Code Section 12-1031; 1952 Code Section 12-1031; 1942 Code Section 8555-98; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-420. Meetings.

An annual meeting of the members must be held at a time as provided in the bylaws. Special meetings of the members may be called by the board of trustees, by any three trustees, by not less than ten per cent of the members or by the president. Meetings of members must be held at a place as provided in the bylaws. In the absence of any such provision, all meetings must be held in the city or town in which the principal office of the cooperative is located.
Except as otherwise provided, written or printed notice stating the time and place of each meeting of members and, in the case of a special meeting, the purpose or purposes for which the meeting is called, must be given to each member, either personally or by mail, not less than ten nor more than forty-five days before the date of the meeting. However, for the annual meeting and for a special meeting where the stated purpose includes an election to be voted on by the general membership, at least thirty days notice of the meeting is required in order to permit early voting in the manner required by Section 33-49-440. For the purposes of calculating when notice should be given, the day of the meeting should not be included in the count.
HISTORY: 1962 Code Section 12-1032; 1952 Code Section 12-1032; 1942 Code Section 8555-98; 1939 (41) 240; 2019 Act No. 56 (H.3145), Section 4, eff August 1, 2020.
Editor's Note
2019 Act No. 56, Section 16, provides as follows:
"SECTION 16. Where the provisions of new or revised 1976 Code sections or subsections contained in this act conflict with provisions of the bylaws of an electric cooperative, the provisions of this act control and the cooperative, as permitted by Section 33-49-280, shall amend and conform its bylaw provisions accordingly."
Effect of Amendment
2019 Act No. 56, Section 4, rewrote the section, revising the notice requirements for certain meetings.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-430. Quorum.

Five percent of all members present in person shall constitute a quorum for the transaction of business at all meetings of the members unless the bylaws prescribe the presence of a greater percentage of the members for a quorum. If less than a quorum is present at any meeting a majority of those present in person may adjourn the meeting from time to time without further notice. A vote cast by a member at an early voting site counts for purposes of determining the presence of a quorum at the meeting where the election is to be held. Voting by proxy for any purpose is prohibited.
HISTORY: 1962 Code Section 12-1033; 1952 Code Section 12-1033; 1942 Code Section 8555-98; 1939 (41) 240; 2019 Act No. 56 (H.3145), Section 5.A, eff August 1, 2020.
Editor's Note
2019 Act No. 56, Section 16, provides as follows:
"SECTION 16. Where the provisions of new or revised 1976 Code sections or subsections contained in this act conflict with provisions of the bylaws of an electric cooperative, the provisions of this act control and the cooperative, as permitted by Section 33-49-280, shall amend and conform its bylaw provisions accordingly."
Effect of Amendment
2019 Act No. 56, Section 5.A, in the first sentence, substituted "percent" for "per cent", and added the third and fourth sentences, allowing members casting early voting ballots to be counted for purposes of determining a quorum and prohibiting voting by proxy.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-440. Voting.

A member is entitled to one vote on each matter submitted to a vote at a meeting. Voting must be in person. For meetings that include the election of cooperative trustees, polling locations must be open for a minimum of four hours.
When at least one of the races for cooperative trustee is contested prior to the annual meeting, each cooperative must provide a method by which members of the cooperative may cast a ballot in an election for trustees on a day other than, and before, the annual meeting day. The method for this alternative early voting should allow for voting by cooperative members from the hours of 7 a.m. to 7 p.m. and should include reasonable accommodations for elderly, disabled, or infirmed members as permitted by this section.
HISTORY: 1962 Code Section 12-1034; 1952 Code Section 12-1034; 1942 Code Section 8555-98; 1939 (41) 240; 1989 Act No. 75, Section 1; 2019 Act No. 56 (H.3145), Section 5.B, eff August 1, 2020.
Editor's Note
2019 Act No. 56, Section 16, provides as follows:
"SECTION 16. Where the provisions of new or revised 1976 Code sections or subsections contained in this act conflict with provisions of the bylaws of an electric cooperative, the provisions of this act control and the cooperative, as permitted by Section 33-49-280, shall amend and conform its bylaw provisions accordingly."
Effect of Amendment
2019 Act No. 56, Section 5.B, rewrote the section, requiring polling locations to be open for a minimum of four hours and permitting early voting for meetings at which trustees are to be elected.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-450. Disposition of propositions presented by not less than ten per cent of members.

Notwithstanding any other provision of this chapter, any proposition embodied in a petition signed by not less than ten per cent of the members of a cooperative, together with any document submitted with such petition to give effect to the proposition, shall be submitted to the members of a cooperative, either at a special meeting of the members held within forty-five days after the presentation of such petition or, if the date of the next annual meeting of members falls within ninety days after such presentation or if the petition so requests, at such annual meeting. The approval of the board of trustees shall not be required in respect of any proposition or document submitted to the members pursuant to this section and approved by them, but such proposition or document shall be subject to all other applicable provisions of this chapter. Any affidavit or affidavits required to be filed with any such document pursuant to applicable provisions of this chapter shall, in such case, be modified to show compliance with the provisions of this section.
HISTORY: 1962 Code Section 12-1036; 1952 Code Section 12-1036; 1942 Code Section 8555-107; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-470. Liability of members.

The private property of the members of a cooperative shall be exempt from execution for the debts of the cooperative, and no member shall be liable or responsible for any debts of the cooperative.
HISTORY: 1962 Code Section 12-1038; 1952 Code Section 12-1038; 1942 Code Section 8555-112; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-615. Disclosure of compensation and benefits.

(A) The board of trustees must disclose at a location accessible and visible to the cooperative membership on its website by May fifteenth of each year, all compensation or benefits by category paid to or provided for board members during the previous calendar year. For purposes of this section, categories include, but are not limited to:
(1) daily per diem amount;
(2) total per diem compensation for attendance at regular meetings of the board of trustees;
(3) total per diem compensation for attendance at special meetings of the board, including board of trustee committee meetings;
(4) total per diem compensation for attendance at meetings of cooperative service organizations;
(5) total per diem compensation for trustee training and certification;
(6) total expenses paid or reimbursed, including mileage, subsistence, entertainment or travel expenses paid in conjunction with subsection (A)(2) through (5);
(7) the total value of and a description of any other fringe benefits provided; and
(8) the total value of and a description of any goods or services required to be disclosed by Section 33-49-630(C)(3).
(B) The provisions of this section first apply to the 2019 calendar year with the unaudited disclosures required by this section to be made no later than May 15, 2020.
HISTORY: 2019 Act No. 56 (H.3145), Section 7, eff May 1, 2020.
Editor's Note
2019 Act No. 56, Section 16, provides as follows:
"SECTION 16. Where the provisions of new or revised 1976 Code sections or subsections contained in this act conflict with provisions of the bylaws of an electric cooperative, the provisions of this act control and the cooperative, as permitted by Section 33-49-280, shall amend and conform its bylaw provisions accordingly."
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-620. Voting districts for trustees and for delegates.

Notwithstanding any other provision of this chapter, the bylaws may provide that the territory in which a cooperative supplies electric energy to its members shall be divided into two or more voting districts and that, in respect of each voting district:
(1) a designated number of trustees must be elected by the members residing therein;
(2) a designated number of delegates must be elected by the members; or
(3) both trustees and delegates must be elected by the members.
The bylaws shall prescribe the manner in which such voting districts, the members of them and the delegates and trustees, if any, elected from them shall function and the powers of the delegates, which may include the power to elect trustees. A member at a voting district meeting and a delegate at a meeting shall vote in person, at the meeting or an alternative early voting site.
HISTORY: 1962 Code Section 12-1042; 1952 Code Section 12-1042; 1942 Code Section 8555-100; 1939 (41) 240; 2019 Act No. 56 (H.3145), Section 5.C, eff August 1, 2020.
Editor's Note
2019 Act No. 56, Section 16, provides as follows:
"SECTION 16. Where the provisions of new or revised 1976 Code sections or subsections contained in this act conflict with provisions of the bylaws of an electric cooperative, the provisions of this act control and the cooperative, as permitted by Section 33-49-280, shall amend and conform its bylaw provisions accordingly."
Effect of Amendment
2019 Act No. 56, Section 5.C, rewrote the section, providing the procedures for early voting.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-621. Single-member voting districts.

Within eighteen months of the effective date of this section, each distribution cooperative must put the question of single-member voting districts to its membership at an annual meeting.
HISTORY: 2019 Act No. 56 (H.3145), Section 8, eff May 16, 2019.
Editor's Note
2019 Act No. 56, Section 16, provides as follows:
"SECTION 16. Where the provisions of new or revised 1976 Code sections or subsections contained in this act conflict with provisions of the bylaws of an electric cooperative, the provisions of this act control and the cooperative, as permitted by Section 33-49-280, shall amend and conform its bylaw provisions accordingly."
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-625. Notice, votes, and minutes.

(A) Notwithstanding all other notice requirements, written notice of all nonemergency meetings of the board of trustees or the membership of the cooperative, including membership meetings pursuant to the provisions of Section 33-49-620, must be posted at a location accessible and visible to the cooperative membership on the cooperative's website and at the cooperative's principal place of business at least ten days before the meeting. The notice must state the time, place, location, and purpose of the meeting.
(B) Written notice of emergency meetings of the board of trustees must be posted at a location accessible and visible to the cooperative membership on the cooperative's website and at the cooperative's principal place of business at least twenty-four hours before the meeting. Emergency meetings of the board may be called when appropriate to deal with extraordinary circumstances, but the board of trustees must not make decisions regarding rates, fees, charges, board of trustees composition or board of trustees compensation at an emergency meeting.
(C) All votes cast by trustees at these meetings must be taken in open session except where discussions include:
(1) matters related to employees of the cooperative;
(2) matters related to contracts or agreements with vendors or suppliers;
(3) matters related to particular cooperative members that involve account or personal information;
(4) matters related to economic development that involve the discussion of potentially identifiable information about businesses or industries that might be locating or expanding in or near the cooperative's service territory;
(5) matters related to information or physical security measures;
(6) matters related to legal advice; and
(7) matters not specifically listed but determined by the board, on the advice of counsel, to constitute a reasonable risk of damage to the cooperative membership due to the release of proprietary, personnel, member, or account information.
(D) Where votes are taken in executive session, the vote then must be ratified in open session in a manner that does not compromise the purpose of the executive session.
(E) Approved board minutes detailing the actions taken at these meetings must be provided within ten days of their approval to cooperative members in the same manner that notice of the meeting was provided.
HISTORY: 2019 Act No. 56 (H.3145), Section 9, eff August 1, 2020.
Editor's Note
2019 Act No. 56, Section 16, provides as follows:
"SECTION 16. Where the provisions of new or revised 1976 Code sections or subsections contained in this act conflict with provisions of the bylaws of an electric cooperative, the provisions of this act control and the cooperative, as permitted by Section 33-49-280, shall amend and conform its bylaw provisions accordingly."
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-640. Annual election and term of trustees.

The trustees of a cooperative named in any articles of incorporation, consolidation, merger or conversion, as the case may be, shall hold office until the next following annual meeting of the members or until their successors have been elected and qualified. Incumbent trustees seeking reelection shall not directly or indirectly influence the nomination or credentials process. At each annual meeting or, in case of failure to hold the annual meeting as specified in the bylaws, at a special meeting called for that purpose, the members shall elect trustees to hold office until the next following annual meeting of the members, except as otherwise provided. Each trustee shall hold office for the term for which he is elected or until his successor is elected and qualified.
HISTORY: 1962 Code Section 12-1044; 1952 Code Section 12-1044; 1942 Code Section 8555-99; 1939 (41) 240; 2019 Act No. 56 (H.3145), Section 11, eff August 1, 2020.
Editor's Note
2019 Act No. 56, Section 16, provides as follows:
"SECTION 16. Where the provisions of new or revised 1976 Code sections or subsections contained in this act conflict with provisions of the bylaws of an electric cooperative, the provisions of this act control and the cooperative, as permitted by Section 33-49-280, shall amend and conform its bylaw provisions accordingly."
Effect of Amendment
2019 Act No. 56, Section 11, in the first sentence, substituted "have been elected" for "shall have been elected", inserted the second sentence, relating to incumbent trustees seeking reelection, made a nonsubstantive in the third sentence, and in the fourth sentence, substituted "is elected" for "shall have been elected".
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-645. Conduct of elections.

(A) In the conduct of an election authorized by this chapter or in the bylaws of the cooperative, including the annual election of trustees, a cooperative must prohibit advocacy or campaigning within a distance of the polling place that reasonably ensures that cooperative members are able to vote without harassment, intimidation, or interference. The polling place, for purposes of this section, is the location where votes are collected for tabulation.
(B)(1) In the conduct of the annual election of trustees, to the extent that a cooperative's bylaws provide for members to become candidates for the board of trustees by petition, the number of signatures required must not exceed one percent of the total cooperative membership.
(2) If the cooperative's bylaws providing for members to become candidates for the board of trustees by petition require the collection of more than 50 signatures of cooperative members, the cooperative bylaws must also provide for a process allowing those signatures to be collected electronically.
(C) In the conduct of the annual election of trustees, any member or district information provided to an incumbent trustee for use in campaigning for the board of trustees must be provided to all candidates for the board of trustees on the same terms and conditions.
HISTORY: 2019 Act No. 56 (H.3145), Section 12, eff May 16, 2019.
Editor's Note
2019 Act No. 56, Section 16, provides as follows:
"SECTION 16. Where the provisions of new or revised 1976 Code sections or subsections contained in this act conflict with provisions of the bylaws of an electric cooperative, the provisions of this act control and the cooperative, as permitted by Section 33-49-280, shall amend and conform its bylaw provisions accordingly."
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-650. Division of trustees into classes.

The bylaws may provide that in lieu of electing the whole number of trustees annually (a) the trustees shall be divided into two classes at the first or any subsequent annual meeting, each class to be as nearly equal in number as possible, with the term of office of the trustees of the first class to expire at the next succeeding annual meeting and the term of the second class to expire at the second succeeding annual meeting or (b) the trustees shall be divided into three classes at the first or any subsequent annual meeting, each class to be as nearly equal as possible, with the term of office of the trustees of the first class to expire at the next succeeding annual meeting, the term of the second class to expire at the second succeeding annual meeting and the term of the third class to expire at the third succeeding annual meeting. At each annual meeting after such classification a number of trustees equal to the number of the class whose term expires at the time of such meeting shall be elected to hold office until the second or third succeeding annual meeting, as the case may be, and until their respective successors shall have been elected and duly qualified.
HISTORY: 1962 Code Section 12-1045; 1952 Code Section 12-1045; 1942 Code Section 8555-99; 1939 (41) 240; 1949 (46) 87.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-660. Quorum of trustees.

A majority of the board of trustees shall constitute a quorum.
HISTORY: 1962 Code Section 12-1046; 1952 Code Section 12-1046; 1942 Code Section 8555-99; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-670. Officers and employees.

The officers of a cooperative shall consist of a president, vice-president, secretary and treasurer who shall be elected annually by and from the board of trustees. No person shall continue to hold any of the above offices after he shall have ceased to be a trustee. The offices of secretary and of treasurer may be held by the same person. The board of trustees may also elect or appoint such other officers, agents or employees as it shall deem necessary or advisable and shall prescribe the powers and duties thereof. Any officer may be removed from office and his successor elected in the manner prescribed in the bylaws.
HISTORY: 1962 Code Section 12-1047; 1952 Code Section 12-1047; 1942 Code Section 8555-101; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-690. Immunity.

All directors, trustees, or members of the governing bodies of electric cooperatives organized under this chapter are immune from suit arising from the conduct of the affairs of these electric cooperatives in the same manner and under the same conditions as directors, trustees, and members of the governing bodies of not-for-profit cooperatives, corporations, associations, and organizations are immune under Section 33-31-834. This immunity from suit is removed when the conduct amounts to wilful, wanton, or gross negligence. Nothing in this section may be construed to grant immunity to the electric cooperatives.
HISTORY: 1994 Act No. 384, Section 7.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-810. Amendment of articles of incorporation.

A cooperative may amend its articles of incorporation by complying with the following requirements:
(1) The proposed amendment shall be first approved by the board of trustees and shall then be submitted to a vote of the members at any annual or special meeting thereof, the notice of which shall set forth the proposed amendment. The proposed amendment, with such changes as the members shall choose to make therein, shall be deemed to be approved on the affirmative vote of not less than two thirds of those members voting thereon at such special meeting.
(2) Upon such approval by the members, articles of amendment shall be executed and acknowledged on behalf of the cooperative by its president or vice-president and its corporate seal shall be affixed thereto and attested by its secretary. The articles of amendment shall recite in the caption that they are executed pursuant to this chapter and shall state
(a) the name of the cooperative,
(b) the address of its principal office,
(c) the date of the filing of its articles of incorporation in the office of the Secretary of State and
(d) the amendment to its articles of incorporation.
The president or vice-president executing such articles of amendment shall also make and annex thereto an affidavit stating that the provisions of this section were duly complied with. Such articles of amendment and affidavit shall be submitted to the Secretary of State for filing as provided in this chapter.
HISTORY: 1962 Code Section 12-1051; 1952 Code Section 12-1051; 1942 Code Section 8555-102; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-820. Change of principal office.

A cooperative may, without amending its articles of incorporation, upon authorization of its board of trustees, change the location of its principal office by filing a certificate of change of principal office, executed and acknowledged by its president or vice-president under its seal attested by its secretary, in the office of the Secretary of State and also in each county office in which the articles of incorporation or any prior certificate of change of principal office of such cooperative has been filed. Such cooperative shall also, within thirty days after filing such certificate of change of principal office in any county office, file therein certified copies of its articles of incorporation and all amendments thereto if the same are not already on file therein.
HISTORY: 1962 Code Section 12-1052; 1952 Code Section 12-1052; 1942 Code Section 8555-102; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-830. Consolidation of cooperatives.

Any two or more cooperatives, each of which is hereinafter designated a "consolidating cooperative," may consolidate into a new cooperative, hereinafter designated the "new cooperative," by complying with the following requirements:
(1) The proposition for the consolidation of the consolidating cooperatives into the new cooperative and proposed articles of consolidation to give effect thereto shall be first approved by the board of trustees of each consolidating cooperative. The proposed articles of consolidation shall recite in the caption that they are executed pursuant to this chapter and shall state
(a) the name of each consolidating cooperative, the address of its principal office and the date of the filing of its articles of incorporation in the office of the Secretary of State,
(b) the name of the new cooperative and the address of its principal office,
(c) the names and addresses of the persons who shall constitute the first board of trustees of the new cooperative,
(d) the terms and conditions of the consolidation and the mode of carrying the same into effect, including the manner and basis of converting memberships in each consolidating cooperative into memberships in the new cooperative and the issuance of certificates of membership in respect of such converted memberships and
(e) any provisions not inconsistent with this chapter deemed necessary or advisable for the conduct of the business and affairs of the new cooperative.
(2) The proposition for the consolidation of the consolidating cooperatives into the new cooperative and the proposed articles of consolidation approved by the board of trustees of each consolidating cooperative shall then be submitted to a vote of the members of each consolidating cooperative at any annual or special meeting thereof, the notice of which shall set forth full particulars concerning the proposed consolidation. The proposed consolidation and the proposed articles of consolidation shall be deemed to be approved upon the affirmative vote of not less than two thirds of those members of each consolidating cooperative voting thereon at such meeting.
(3) Upon such approval by the members of the respective consolidating cooperatives, articles of consolidation in the form approved shall be executed and acknowledged on behalf of each consolidating cooperative by its president or vice-president and its seal shall be affixed thereto and attested by its secretary. The president or vice-president of each consolidating cooperative executing such articles of consolidation shall also make and annex thereto an affidavit stating that the provisions of this section were duly complied with by such cooperative. Such articles of consolidation and affidavits shall be submitted to the Secretary of State for filing as provided in this chapter.
HISTORY: 1962 Code Section 12-1053; 1952 Code Section 12-1053; 1942 Code Section 8555-103; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-840. Merger into another cooperative.

Any one or more cooperatives, each of which is hereinafter designated a "merging cooperative," may merge into another cooperative, hereinafter designated the "surviving cooperative," by complying with the following requirements:
(1) The proposition for the merger of the merging cooperatives into the surviving cooperative and proposed articles of merger to give effect thereto shall be first approved by the board of trustees of each merging cooperative and by the board of trustees of the surviving cooperative. The proposed articles of merger shall recite in the caption that they are executed pursuant to this chapter and shall state
(a) the name of each merging cooperative, the address of its principal office and the date of the filing of its articles of incorporation in the office of the Secretary of State,
(b) the name of the surviving cooperative and the address of its principal office,
(c) a statement that the merging cooperative elects to be merged into the surviving cooperative,
(d) the terms and conditions of the merger and the mode of carrying the same into effect, including the manner and basis of converting the memberships in the merging cooperative or cooperatives into memberships in the surviving cooperative and the issuance of certificates of membership in respect of such converted memberships and
(e) any provisions not inconsistent with this chapter deemed necessary or advisable for the conduct of the business and affairs of the surviving cooperative.
(2) The proposition for the merger of the merging cooperatives into the surviving cooperative and the proposed articles of merger approved by the board of trustees of the respective cooperatives, parties to the proposed merger, shall then be submitted to a vote of the members of each such cooperative at any annual or special meeting thereof, the notice of which shall set forth full particulars concerning the proposed merger. The proposed merger and the proposed articles of merger shall be deemed to be approved upon the affirmative vote of not less than two thirds of those members of each cooperative voting thereon at such meeting.
(3) Upon such approval by the members of the respective cooperatives, parties to the proposed merger, articles of merger in the form approved shall be executed and acknowledged on behalf of each such cooperative by its president or vice-president and its seal shall be affixed thereto and attested by its secretary. The president or vice-president of each cooperative executing such articles of merger shall also make and annex thereto an affidavit stating that the provisions of this section were duly complied with by such cooperative. Such articles of merger and affidavits shall be submitted to the Secretary of State for filing as provided in this chapter.
HISTORY: 1962 Code Section 12-1054; 1952 Code Section 12-1054; 1942 Code Section 8555-104; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-850. Effect of consolidation or merger.

The effect of consolidation or merger shall be as follows:
(1) The several cooperatives, parties to the consolidation or merger, shall be a single cooperative which, in the case of a consolidation, shall be the new cooperative provided for in the articles of consolidation and, in the case of a merger, shall be that cooperative designated in the articles of merger as the surviving cooperative, and the separate existence of all cooperatives, parties to the consolidation or merger, except the new or surviving cooperative, shall cease;
(2) Such new or surviving cooperative shall have all the rights, privileges, immunities and powers and shall be subject to all the duties and liabilities of a cooperative organized under the provisions of this chapter and shall possess all the rights, privileges, immunities and franchises, as well of a public as of a private nature, and all property, real and personal, applications for membership, all debts due on whatever account and all other choses in action of each of the consolidating or merging cooperatives, and, furthermore, all and every interest of, or belonging or due to, each of the cooperatives so consolidated or merged shall be taken and deemed to be transferred to and vested in such new or surviving cooperative without further act or deed; and the title to any real estate, or any interest therein, under the laws of this State vested in any such cooperative shall not revert or be in any way impaired by reason of such consolidation or merger;
(3) Such new or surviving cooperative shall thenceforth be responsible and liable for all of the liabilities and obligations of each of the cooperatives so consolidated or merged and any claim existing or action or proceeding pending by or against any of such cooperatives may be prosecuted as if such consolidation or merger had not taken place, but such new or surviving cooperative may be substituted in its place;
(4) Neither the rights of creditors nor any liens upon the property of any of such cooperatives shall be impaired by such consolidation or merger; and
(5) In the case of a consolidation the articles of consolidation shall be deemed to be the articles of incorporation of the new cooperative, and in the case of a merger the articles of incorporation of the surviving cooperative shall be deemed to be amended to the extent, if any, that changes therein are provided for in the articles of merger.
HISTORY: 1962 Code Section 12-1055; 1952 Code Section 12-1055; 1942 Code Section 8555-105; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1010. Dissolution before commencing business.

A cooperative which has not commenced business may dissolve voluntarily by delivering to the Secretary of State articles of dissolution, executed and acknowledged on behalf of the cooperative by a majority of the incorporators, which shall state:
(1) The name of the cooperative;
(2) The address of its principal office;
(3) The date of its incorporation;
(4) That the cooperative has not commenced business;
(5) That the amount, if any, actually paid in on account of membership fees, less any part thereof disbursed for necessary expenses, has been returned to those entitled thereto and that all easements have been released to the grantors;
(6) That no debt of the cooperative remains unpaid; and
(7) That a majority of the incorporators elect that the cooperative be dissolved.
Such articles of dissolution shall be submitted to the Secretary of State for filing as provided in this chapter.
HISTORY: 1962 Code Section 12-1056; 1952 Code Section 12-1056; 1942 Code Section 8555-108; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1020. Dissolution after commencing business.

A cooperative which has commenced business may dissolve voluntarily and wind up its affairs in the manner provided in this article.
HISTORY: 1962 Code Section 12-1057; 1952 Code Section 12-1057; 1942 Code Section 8555-108; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1040. Certificate of dissolution and affidavit.

Upon such approval a certificate of election to dissolve, in this article designated the "certificate," shall be executed and acknowledged on behalf of the cooperative by its president or vice-president and its corporate seal shall be affixed thereto and attested by its secretary. The certificate shall state:
(1) The name of the cooperative;
(2) The address of its principal office;
(3) The names and addresses of its trustees; and
(4) The total number of members of the cooperative and the number of members who voted for and against the voluntary dissolution of the cooperative.
The president or vice-president executing the certificate shall also make and annex thereto an affidavit stating that the provisions of Section 33-49-1030 have been duly complied with.
HISTORY: 1962 Code Section 12-1059; 1952 Code Section 12-1059; 1942 Code Section 8555-108; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1050. Filing of certificate and affidavit; effect thereof.

Such certificate and affidavit shall be submitted to the Secretary of State for filing as provided in this chapter and thereupon the cooperative shall cease to carry on its business except in so far as may be necessary for the winding up thereof, but its corporate existence shall continue until articles of dissolution have been filed by the Secretary of State.
HISTORY: 1962 Code Section 12-1060; 1952 Code Section 12-1060; 1942 Code Section 8555-108; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1060. Notice of winding up.

After the filing of the certificate and affidavit by the Secretary of State the board of trustees shall immediately cause notice of the winding up proceedings to be mailed to each known creditor and claimant and to be published once a week for two successive weeks in a newspaper of general circulation in the county in which the principal office of the cooperative is located.
HISTORY: 1962 Code Section 12-1061; 1952 Code Section 12-1061; 1942 Code Section 8555-108; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1070. Power of board of trustees to wind up affairs.

The board of trustees shall have full power to wind up and settle the affairs of the cooperative and shall proceed to collect the debts owing to the cooperative, convey and dispose of its property and assets, pay, satisfy and discharge its debts, obligations and liabilities and do all other things required to liquidate its business and affairs and, after paying or adequately providing for the payment of all its debts, obligations and liabilities, shall distribute the remainder of its property and assets among its members in proportion to the aggregate patronage of each such member during the seven years next preceding the date of such filing of the certificate or, if the cooperative shall not have been in existence for such period, during the period of its existence.
HISTORY: 1962 Code Section 12-1062; 1952 Code Section 12-1062; 1942 Code Section 8555-108; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1080. Articles of dissolution.

When all debts, liabilities and obligations of the cooperative have been paid and discharged or adequate provision shall have been made therefor and all the remaining property and assets of the cooperative shall have been distributed to the members pursuant to the provisions of Section 33-49-1070, the board of trustees shall authorize the execution of articles of dissolution, which shall thereupon be executed and acknowledged on behalf of the cooperative by its president or vice-president and its corporate seal shall be affixed thereto and attested by its secretary. Such articles of dissolution shall recite in the caption that they are executed pursuant to this chapter and shall state:
(1) The name of the cooperative;
(2) The address of the principal office of the cooperative;
(3) That the cooperative has theretofore delivered to the Secretary of State a certificate of election to dissolve and the date on which the certificate was filed by the Secretary of State in the records of his office;
(4) That all debts, obligations and liabilities of the cooperative have been paid and discharged or that adequate provision has been made therefor;
(5) That all the remaining property and assets of the cooperative have been distributed among the members in accordance with the provisions of Section 33-49-1070; and
(6) That there are no actions or suits pending against the cooperative.
The president or vice-president executing the articles of dissolution shall also make and annex thereto an affidavit stating that the provisions of this article have been duly complied with. Such articles of dissolution and affidavit accompanied by proof of the publication required in Section 33-49-1060 shall be submitted to the Secretary of State for filing as provided in this chapter.
HISTORY: 1962 Code Section 12-1063; 1952 Code Section 12-1063; 1942 Code Section 8555-108; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1210. Corporations permitted to convert into cooperatives.

Any corporation organized under the laws of this State for the purpose, among others, of supplying electric energy in rural areas may be converted into a cooperative and become subject to this chapter with the same effect as if originally organized under this chapter by complying with the requirements of this article.
HISTORY: 1962 Code Section 12-1071; 1952 Code Section 12-1071; 1942 Code Section 8555-106; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1220. Articles of conversion.

The proposition for the conversion of such corporation into a cooperative and the proposed articles of conversion to give effect thereto shall be first approved by the board of trustees or the board of directors, as the case may be, of such corporation. The proposed articles of conversion shall recite in the caption that they are executed pursuant to this chapter and shall state:
(1) The name of the corporation prior to its conversion into a cooperative;
(2) The address of the principal office of such corporation;
(3) The date of the filing of the articles of incorporation of such corporation in the office of the Secretary of State;
(4) The statute or statutes under which such corporation was organized;
(5) The name assumed by such corporation;
(6) A statement that such corporation elects to become a cooperative nonprofit membership corporation subject to this chapter;
(7) The manner and basis of converting either memberships in or shares of stock of such corporation into memberships therein after completion of the conversion; and
(8) Any provisions not inconsistent with this chapter deemed necessary or advisable for the conduct of the business and affairs of such corporation.
HISTORY: 1962 Code Section 12-1072; 1952 Code Section 12-1072; 1942 Code Section 8555-106; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1230. Approval at membership meeting.

The proposition for the conversion of such corporation into a cooperative and the proposed articles of conversion approved by the board of trustees or board of directors, as the case may be, of such corporation shall then be submitted to a vote of the members or stockholders, as the case may be, of such corporation at any duly held annual or special meeting thereof, the notice of which shall set forth full particulars concerning the proposed conversion. The proposition for the conversion of such corporation into a cooperative and the proposed articles of conversion, with such amendments thereto as the members or stockholders of such corporation shall choose to make, shall be deemed to be approved upon the affirmative vote of not less than two thirds of those members of such corporation voting thereon at such meeting or, if such corporation is a stock corporation, upon the affirmative vote of the holders of not less than two thirds of the capital stock of such corporation represented at such meeting.
HISTORY: 1962 Code Section 12-1073; 1952 Code Section 12-1073; 1942 Code Section 8555-106; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1240. Execution of articles and affidavit; submission to Secretary of State.

Upon such approval by the members or stockholders of such corporation, articles of conversion in the form approved by such members or stockholders shall be executed and acknowledged on behalf of such corporation by its president or vice-president, and its corporate seal shall be affixed thereto and attested by its secretary. The president or vice-president executing such articles of conversion on behalf of such corporation shall also make and annex thereto an affidavit stating that the provisions of this article with respect to the approval of its trustees or directors and its members or stockholders of the proposition for the conversion of such corporation into a cooperative and such articles of conversion were duly complied with. Such articles of conversion and affidavit shall be submitted to the Secretary of State for filing as provided in this chapter.
HISTORY: 1962 Code Section 12-1074; 1952 Code Section 12-1074; 1942 Code Section 8555-106; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1310. Foreign rural electric cooperatives may do business in State.

Any corporation organized on a nonprofit or a cooperative basis for the purpose of furnishing electric energy to persons in rural areas who are not receiving central station service and owning and operating electric transmission or distribution lines in a state adjacent to this State shall be permitted to extend its lines into and to transact business in this State without complying with any statute of this State pertaining to the qualification of foreign corporations for the transaction of business in this State.
HISTORY: 1962 Code Section 12-1081; 1952 Code Section 12-1081; 1942 Code Section 8555-116; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1320. Designation of Secretary of State as agent to accept service of process.

Any such foreign corporation, as a prerequisite to the extension of its lines into and the transaction of business in this State, shall by an instrument executed and acknowledged in its behalf by its president or vice-president under its corporate seal attested by its secretary designate the Secretary of State its agent to accept service of process in its behalf.
HISTORY: 1962 Code Section 12-1082; 1952 Code Section 12-1082; 1942 Code Section 8555-116; 1939 (41) 240.
2023 South Carolina Code of Laws › Title 33 - Corporations, Partnerships and Associations › Chapter 49 - Electric Cooperatives › Section 33-49-1330. Suits; securing evidences of indebtedness.

Any such foreign corporation may sue and be sued in the courts of this State to the same extent that a cooperative may sue or be sued in such courts. Any such foreign corporation may secure its notes, bonds or other evidences of indebtedness by mortgage, pledge, deed of trust or other encumbrance upon any or all of its then owned or after-acquired real or personal property, assets or franchises located or to be located in this State and also upon the revenues and income thereof.
HISTORY: 1962 Code Section 12-1083; 1952 Code Section 12-1083; 1942 Code Section 8555-116; 1939 (41) 240.