reglab/statecodes huggingface dataset:
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.030 - Association name—Immunity from liability of association board members and officers.

RCW 23.86.030
Association name—Immunity from liability of association board members and officers.
(1) The name of any association subject to this chapter must comply with Article 3 of chapter 23.95 RCW.
(2) No corporation or association organized or doing business in this state shall be entitled to use the term "cooperative" as a part of its corporate or other business name or title, unless it: (a) Is subject to the provisions of this chapter or chapter 23.78, 23.100, or 31.12 RCW; (b) is subject to the provisions of chapter 24.06 RCW and operating on a cooperative basis; (c) is, on July 23, 1989, an organization lawfully using the term "cooperative" as part of its corporate or other business name or title; or (d) is a nonprofit corporation or association the voting members of which are corporations or associations operating on a cooperative basis. Any corporation or association violating the provisions of this section may be enjoined from doing business under such name at the instance of any member or any association subject to this chapter.
(3) A member of the board of directors or an officer of any association subject to this chapter shall have the same immunity from liability as is granted in RCW 4.24.264.
[ 2019 c 37 § 1403; 2015 c 176 § 9103; 1989 c 307 § 5; 1987 c 212 § 706; 1913 c 19 § 17; RRS § 3920. Formerly RCW 23.56.030.]
NOTES:
Uniformity of application and construction—Savings—2019 c 37: See RCW 23.100.1501 and 23.100.1503.
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.055 - Articles—Filing.

RCW 23.86.055
Articles—Filing.
(1) The articles of incorporation shall be signed by the incorporators and delivered to the secretary of state for filing in accordance with Article 2 of chapter 23.95 RCW.
(2) Upon the filing of the articles of incorporation, the corporate existence shall begin, and the certificate of incorporation shall, except as against the state in a proceeding to cancel or revoke the certificate of incorporation, be conclusive evidence that all conditions precedent required to be performed by the incorporators have been complied with and that the corporation has been incorporated under this chapter.
[ 2015 c 176 § 9104; 1989 c 307 § 8.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.070 - Applicable fees, charges, and penalties.

RCW 23.86.070
Applicable fees, charges, and penalties.
Associations organized under or subject to this chapter are subject to the applicable fees, charges, and penalties established by the secretary of state under RCW 23.95.260 and 43.07.120.
[ 2015 c 176 § 9105; 2010 1st sp.s. c 29 § 10; 1993 c 269 § 1; 1991 c 72 § 15; 1989 c 307 § 9; 1982 c 35 § 173; 1959 c 263 § 2; 1953 c 214 § 1; 1925 ex.s. c 99 § 1; 1913 c 19 § 4; RRS § 3907. Formerly RCW 23.56.070.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
Intent—2010 1st sp.s. c 29: See note following RCW 24.06.450.
Effective date—1993 c 269: "This act is necessary for the immediate preservation of the public peace, health, or safety, or support of the state government and its existing public institutions, and shall take effect July 1, 1993." [ 1993 c 269 § 17.]
Legislative finding—1989 c 307: See note following RCW 23.86.007.
Intent—Severability—Effective dates—Application—1982 c 35: See notes following RCW 43.07.160.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.080 - Directors—Election and appointment.

RCW 23.86.080
Directors—Election and appointment.
(1) Associations shall be managed by a board of not less than three directors (which may be referred to as "trustees"). The directors shall be elected by the members of the association at such time, in such manner, and for such term of office as the bylaws may prescribe, and shall hold office during the term for which they were elected and until their successors are elected and qualified.
(2) Except as provided in RCW 23.86.087, any vacancy occurring in the board of directors, and any directorship to be filled by reason of an increase in the number of directors, may be filled by the board of directors unless the articles of incorporation or the bylaws provide that a vacancy or directorship so created shall be filled in some other manner. A director elected or appointed to fill a vacancy shall be elected or appointed for the unexpired term of the predecessor in office.
[ 2003 c 252 § 1; 1989 c 307 § 10; 1913 c 19 § 5; RRS § 3908. Formerly RCW 23.56.080.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.085 - Election of officers.

RCW 23.86.085
Election of officers.
The directors shall elect a president and one or more vice presidents, who need not be directors. If the president and vice presidents are not members of the board of directors, the directors shall elect from their number a chair of the board of directors and one or more vice chairs. They shall also elect a secretary and treasurer, who need not be directors, and they may combine the two 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 an officer but a function of the board of directors. In such case, the secretary shall perform the usual accounting duties of the treasurer, except that the funds shall be deposited only as authorized by the board of directors.
[ 2011 c 336 § 654; 1989 c 307 § 11.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.087 - Removal of officers or directors.

RCW 23.86.087
Removal of officers or directors.
Any member may bring charges against an officer or director by filing charges in writing with the secretary of the association, together with a petition signed by ten percent 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 voting, 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 prior to the meeting and shall have an opportunity at the meeting to be heard in person or by counsel and to present witnesses. The person or persons bringing the charges shall have the same opportunity. If the bylaws provide for election of directors by districts, the petition for removal of a director must be signed by the number of members residing in the district from which the officer or director was elected as the articles of incorporation or bylaws specify and, in the absence of such specification, the petition must be signed by ten percent of the members residing in the district. 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 the district voting, the association may remove the officer or director and fill the vacancy.
[ 1989 c 307 § 12.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.090 - Amendments to articles.

RCW 23.86.090
Amendments to articles.
The articles of incorporation may be amended by a majority vote of the members voting thereon, at any regular meeting or at any special meeting called for that purpose, after notice of the proposed amendment has been given to all members entitled to vote thereon, in the manner provided by the bylaws: PROVIDED, That if the total vote upon the proposed amendment shall be less than twenty-five percent of the total membership of the association, the amendment shall not be approved. At the meeting, members may vote upon the proposed amendment in person, or by written proxy, or by mailed ballot. The power to amend shall include the power to extend the period of its duration for a further definite time or perpetually, and also include the power to increase or diminish the amount of capital stock and the number of shares: PROVIDED, The amount of the capital stock shall not be diminished below the amount of the paid-up capital stock at the time such amendment is adopted. After the adoption of an amendment to its articles of incorporation, the association shall cause a copy of such amendment adopted to be recorded in the office of the secretary of state as provided in RCW 24.06.195.
[ 1989 c 307 § 23; 1982 c 35 § 174; 1981 c 297 § 32; 1961 c 34 § 2; 1913 c 19 § 6; RRS § 3909. Formerly RCW 23.56.090.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
Intent—Severability—Effective dates—Application—1982 c 35: See notes following RCW 43.07.160.
Severability—1981 c 297: See note following RCW 15.36.201.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.095 - Registered agent.

RCW 23.86.095
Registered agent.
Effective January 1, 1990, every association subject to this chapter shall have and maintain a registered agent in this state in accordance with the requirements set forth in Article 4 of chapter 23.95 RCW.
[ 2015 c 176 § 9106; 1989 c 307 § 13.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.100 - Bylaws.

RCW 23.86.100
Bylaws.
Any association subject to this chapter may pass bylaws to govern itself in the carrying out of the provisions of this chapter which are not inconsistent with the provisions of this chapter.
[ 1989 c 307 § 24; 1913 c 19 § 19; RRS § 3922. Formerly RCW 23.56.100.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.105 - Member liability—Termination.

RCW 23.86.105
Member liability—Termination.
(1) Except for debts lawfully contracted between a member and the association, no member shall be liable for the debts of the association to an amount exceeding the sum remaining unpaid on his or her membership fee or subscription to capital stock.
(2) Membership may be terminated under provisions, rules, or regulations prescribed in the articles of incorporation or bylaws. In the absence thereof, the board of directors may prescribe such provisions, rules, and regulations.
[ 1989 c 307 § 19.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.115 - Voting.

RCW 23.86.115
Voting.
(1) The right of a member to vote may be limited, enlarged, or denied to the extent specified in the articles of incorporation or bylaws. Unless so limited, enlarged, or denied, each member shall be entitled to one vote on each matter submitted to a vote of members. The bylaws may allow subscribers to vote as members if one-fifth of the subscription for the membership fee or capital stock has been paid.
(2) A member may vote in person or, unless the articles of incorporation or the bylaws otherwise provide, may vote by mail, by electronic transmission, or by proxy executed in writing by the member or by a duly authorized attorney-in-fact. No proxy shall be valid for more than 11 months from the date of its execution unless otherwise specified in the proxy. Votes by mail or by proxy shall be made by mail ballot or proxy form prepared and distributed by the association in accordance with procedures set forth in the articles of incorporation or bylaws. Persons voting by mail or by electronic transmission shall be deemed present for all purposes of quorum, count of votes, and percentage voting of total voting power.
(3) If the articles of incorporation or bylaws provide for more or less than one vote per member on any matter, every reference in this chapter to a majority or other proportion of members shall refer to such a majority or other proportion of votes entitled to be cast by members.
[ 2021 c 101 § 1; 1989 c 307 § 21.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.125 - Voting—Quorum.

RCW 23.86.125
Voting—Quorum.
Except as otherwise provided in this chapter, the articles of incorporation or the bylaws may provide the number or percentage of votes that members are entitled to cast in person, by mail, or by proxy that shall constitute a quorum at meetings of members. In the absence of any provision in the articles of incorporation or bylaws, twenty-five percent of the total membership of the association shall constitute a quorum.
[ 1989 c 307 § 22.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.135 - Members right to dissent—Exception for members of a rural electric association.

RCW 23.86.135
Members right to dissent—Exception for members of a rural electric association.
(1) Except as provided in subsection (2) of this section, a member of an association shall have the right to dissent from any of the following association actions:
(a) Any plan of merger or consolidation to which the association is a party;
(b) Any plan of conversion of the association to an ordinary business corporation; or
(c) Any sale or exchange of all or substantially all of the property and assets of the association not made in the usual and regular course of its business, including a sale in dissolution, but not including a sale pursuant to an order of a court having jurisdiction in the premises or a sale for cash on terms requiring that all or substantially all of the net proceeds of the sale be distributed to the members in accordance with their respective interests within one year from the date of sale.
(2) A member of a rural electric association is not entitled to dissent from a merger to which the association is a party if all members of the association have the right to continue their membership status in the surviving association on substantially similar terms.
[ 2016 c 228 § 1; 1989 c 307 § 30.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.145 - Rights of dissenting members.

RCW 23.86.145
Rights of dissenting members.
(1) Except as provided otherwise under this chapter, the rights and procedures set forth in chapter 23B.13 RCW shall apply to a member who elects to exercise the right of dissent.
(2) The articles of incorporation of an association subject to this chapter may provide that a dissenting member shall be limited to a return of less than the fair value of the member's equity interest in the association, but a dissenting member may not be limited to a return of less than the consideration paid to or retained by the association for the equity interest unless the fair value is less than the consideration paid to or retained by the association.
(3) Any member of an agricultural association who exercises the right to dissent from an association action described in RCW 23.86.135 shall be entitled to payment of the member's equity interest on the same time schedule that would have applied if membership in the association had been terminated.
(4) Subsection (3) of this section does not apply to agricultural associations that are involved in an action under subsection (3) of this section before June 9, 1994: (a) As to the associations that were involved in the particular action; (b) for three years after June 9, 1994.
[ 1994 c 206 § 2; 1991 c 72 § 16; 1989 c 307 § 31.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.160 - Apportionment of earnings.

RCW 23.86.160
Apportionment of earnings.
The directors may apportion the net earnings by paying dividends upon the paid-up capital stock at a rate not exceeding eight percent per annum. They may set aside reasonable reserves out of such net earnings for any association purpose. The directors may, however, distribute all or any portion of the net earnings to members in proportion to the business of each with the association and they may include nonmembers at a rate not exceeding that paid to members. The directors may distribute, on a patronage basis, such net earnings at different rates on different classes, kinds, or varieties of products handled. All dividends declared or other distributions made under this section may, in the discretion of the directors, be in the form of capital stock, capital or equity certificates, book credits, or capital funds of the association. All unclaimed dividends or distributions authorized under this chapter or funds payable on redeemed stock, equity certificates, book credits, or capital funds shall revert to the association at the discretion of the directors at any time after one year from the end of the fiscal year during which such distributions or redemptions have been declared.
[ 1989 c 307 § 25; 1947 c 37 § 1; 1943 c 99 § 3; 1913 c 19 § 13; Rem. Supp. 1947 § 3916. Formerly RCW 23.56.160.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.170 - Distribution of dividends.

RCW 23.86.170
Distribution of dividends.
The profits or net earnings of such association shall be distributed to those entitled thereto at such time and in such manner not inconsistent with this chapter as its bylaws shall prescribe, which shall be as often as once a year.
[ 1913 c 19 § 14; RRS § 3917. Formerly RCW 23.56.170.]
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.191 - Indemnification of agents of any corporation authorized.

RCW 23.86.191
Indemnification of agents of any corporation authorized.
See RCW 23B.17.030.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.195 - Cooperative associations organized under other statutes—Reorganization under chapter.

RCW 23.86.195
Cooperative associations organized under other statutes—Reorganization under chapter.
Any cooperative association organized under any other statute may be reorganized under the provisions of this chapter by adopting and filing amendments to its articles of incorporation in accordance with the provisions of this chapter for amending articles of incorporation. The articles of incorporation as amended must conform to the requirements of this chapter, and shall state that the cooperative association accepts the benefits and will be bound by the provisions of this chapter.
[ 1989 c 307 § 26; 1981 c 297 § 38.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
Severability—1981 c 297: See note following RCW 15.36.201.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.200 - Definitions.

RCW 23.86.200
Definitions.
For the purposes of RCW 23.86.200 through 23.86.230 a "domestic" cooperative association or "domestic" corporation is one formed under the laws of this state, and an "ordinary business" corporation is one formed or which could be formed under Title 23B RCW.
[ 1991 c 72 § 17; 1971 ex.s. c 221 § 1.]
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.250 - Dissolution.

RCW 23.86.250
Dissolution.
The members of any association may by the vote of two-thirds of the members voting thereon, at any regular meeting or at any special meeting called for that purpose, vote to dissolve said association after notice of the proposed dissolution has been given to all members entitled to vote thereon, in the manner provided by the bylaws, and thereupon such proceeding shall be had for the dissolution of said association as is provided by law for the dissolution of corporations organized under chapter 24.06 RCW: PROVIDED, That if the total vote upon the proposed dissolution shall be less than twenty-five percent of the total membership of the association, the dissolution shall not be approved. At the meeting, members may vote upon the proposed dissolution in person, or by written proxy, or by mailed ballot.
[ 1981 c 297 § 36.]
NOTES:
Severability—1981 c 297: See note following RCW 15.36.201.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.310 - Annual report.

RCW 23.86.310
Annual report.
Every association subject to this chapter shall deliver an annual report to the secretary of state in accordance with RCW 23.95.255.
[ 2015 c 176 § 9109; 1989 c 307 § 15.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.330 - Administrative dissolution.

RCW 23.86.330
Administrative dissolution.
The provisions of Article 6 of chapter 23.95 RCW relating to administrative dissolution by the secretary of state shall apply to every association subject to this chapter formed on or after July 23, 1989.
[ 2015 c 176 § 9110; 1991 c 72 § 21; 1989 c 307 § 17.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.350 - Application of RCW 24.06.100 and 24.06.105.

RCW 23.86.350
Application of RCW 24.06.100 and 24.06.105.
The provisions of RCW 24.06.100 and 24.06.105 shall apply to every association subject to this chapter.
[ 1989 c 307 § 20.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.360 - Application of Title 23B RCW.

RCW 23.86.360
Application of Title 23B RCW.
The provisions of Title 23B RCW shall apply to the associations subject to this chapter, except where such provisions are in conflict with or inconsistent with the express provisions of this chapter. The terms "shareholder" or "shareholders" as used in Title 23B RCW, or in chapter 24.06 RCW as incorporated by reference herein, shall be deemed to refer to "member" or "members" as defined in this chapter. When the terms "share" or "shares" are used with reference to voting rights in Title 23B RCW, or in chapter 24.06 RCW as incorporated by reference herein, such terms shall be deemed to refer to the vote or votes entitled to be cast by a member or members.
[ 1991 c 72 § 23; 1989 c 307 § 32.]
NOTES:
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.370 - Application of Article 5 of chapter 23.95 RCW.

RCW 23.86.370
Application of Article 5 of chapter 23.95 RCW.
The provisions of Article 5 of chapter 23.95 RCW and RCW 24.06.367 and 24.06.369 shall apply to every foreign corporation which desires to conduct affairs in this state under the authority of this chapter.
[ 2015 c 176 § 9111; 1989 c 307 § 33.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.400 - Locally regulated utilities—Attachments to poles.

RCW 23.86.400
Locally regulated utilities—Attachments to poles.
(1) As used in this section:
(a) "Attachment" means the affixation or installation of any wire, cable or other physical material capable of carrying electronic impulses or light waves for the carrying of intelligence for telecommunications or television, including, but not limited to cable, and any related device, apparatus, or auxiliary equipment upon any pole owned or controlled in whole or in part by one or more locally regulated utilities where the installation has been made with the necessary consent.
(b) "Locally regulated utility" means an electric service cooperative organized under this chapter and not subject to rate or service regulation by the utilities and transportation commission.
(c) "Nondiscriminatory" means that pole owners may not arbitrarily differentiate among or between similar classes of persons approved for attachments.
(2) All rates, terms, and conditions made, demanded or received by a locally regulated utility for attachments to its poles must be just, reasonable, nondiscriminatory and sufficient. A locally regulated utility shall levy attachment space rental rates that are uniform for the same class of service within the locally regulated utility service area.
(3) Nothing in this section shall be construed or is intended to confer upon the utilities and transportation commission any authority to exercise jurisdiction over locally regulated utilities.
[ 1996 c 32 § 1.]
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.410 - Tariff for irrigation pumping service—Authority for locally regulated utility to buy back electricity.

RCW 23.86.410
Tariff for irrigation pumping service—Authority for locally regulated utility to buy back electricity.
The board may approve a tariff for irrigation pumping service that allows the locally regulated utility to buy back electricity from customers to reduce electricity usage by those customers during the locally regulated utility's particular irrigation season.
[ 2001 c 122 § 4.]
NOTES:
Effective date—2001 c 122: See note following RCW 80.28.310.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.420 - Conversion of domestic association to limited cooperative association—Procedure.

RCW 23.86.420
Conversion of domestic association to limited cooperative association—Procedure.
(1) Except as provided in subsection (2) of this section, a domestic association organized under this chapter may convert to a limited cooperative association pursuant to RCW 23.100.1302 through 23.100.1314.
(2) This section does not apply to a domestic association organized for the purpose of generating, purchasing, selling, marketing, transmitting, or distributing electric energy.
[ 2019 c 37 § 1404.]
NOTES:
Uniformity of application and construction—Savings—2019 c 37: See RCW 23.100.1501 and 23.100.1503.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.86 - Cooperative Associations. › 23.86.900 - Application—1989 c 307.

RCW 23.86.900
Application—1989 c 307.
The provisions of this chapter relating to domestic cooperative associations shall apply to:
(1) All cooperative associations organized under this chapter; and
(2) All agricultural cooperative associations organized under *chapter 24.32 RCW. All such agricultural cooperatives are deemed to have been incorporated under this chapter.
[ 1989 c 307 § 2.]
NOTES:
*Reviser's note: Chapter 24.32 RCW was repealed by 1989 c 307.
Legislative finding—1989 c 307: See note following RCW 23.86.007.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.90 - Massachusetts Trusts. › 23.90.010 - Short title.

RCW 23.90.010
Short title.
This chapter may be known and cited as the "Massachusetts Trust Act of 1959".
[ 1959 c 220 § 1.]
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.90 - Massachusetts Trusts. › 23.90.020 - Massachusetts trust defined.

RCW 23.90.020
Massachusetts trust defined.
A Massachusetts trust is an unincorporated business association created at common law by an instrument under which property is held and managed by trustees for the benefit and profit of such persons as may be or may become the holders of transferable certificates evidencing beneficial interests in the trust estate, the holders of which certificates are entitled to the same limitation of personal liability extended to stockholders of private corporations.
[ 1959 c 220 § 2.]
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.90 - Massachusetts Trusts. › 23.90.030 - Form of association authorized.

RCW 23.90.030
Form of association authorized.
A Massachusetts trust is permitted as a recognized form of association for the conduct of business within the state of Washington.
[ 1959 c 220 § 3.]
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.90 - Massachusetts Trusts. › 23.90.040 - Filing trust instrument, effect—Powers and duties of trust.

RCW 23.90.040
Filing trust instrument, effect—Powers and duties of trust.
(1) Any Massachusetts trust desiring to do business in this state shall file with the secretary of state, in accordance with Article 2 of chapter 23.95 RCW, a verified copy of the trust instrument creating such a trust and any amendment thereto, the assumed business name, if any, and the names and addresses of its trustees.
(2) Any person dealing with such Massachusetts trust shall be bound by the terms and conditions of the trust instrument and any amendments thereto so filed.
(3) Any Massachusetts trust created under this chapter or entering this state pursuant thereto shall pay such taxes and fees as are imposed by the laws, ordinances, and resolutions of the state of Washington and any counties and municipalities thereof on domestic and foreign corporations, respectively, on an identical basis therewith. In computing such taxes and fees, the shares of beneficial interest of such a trust shall have the character for tax purposes of shares of stock in private corporations.
(4) Any Massachusetts trust shall be subject to such applicable provisions of law, now or hereafter enacted, with respect to domestic and foreign corporations, respectively, as relate to the issuance of securities, filing of required statements or reports, service of process, general grants of power to act, right to sue and be sued, limitation of individual liability of shareholders, rights to acquire, mortgage, sell, lease, operate and otherwise to deal in real and personal property, and other applicable rights and duties existing under the common law and statutes of this state in a manner similar to those applicable to domestic and foreign corporations.
(5) The secretary of state, director of licensing, and the department of revenue of the state of Washington are each authorized and directed to prescribe binding rules and regulations applicable to said Massachusetts trusts consistent with this chapter.
[ 2015 c 176 § 9112; 1981 c 302 § 3; 1979 c 158 § 88; 1967 ex.s. c 26 § 21; 1959 c 220 § 4.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
Severability—1981 c 302: See note following RCW 19.76.100.
Effective date—1967 ex.s. c 26: See note following RCW 82.01.050.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.90 - Massachusetts Trusts. › 23.90.060 - Indemnification of agents of any corporation authorized.

RCW 23.90.060
Indemnification of agents of any corporation authorized.
See RCW 23B.17.030.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.95 - Uniform Business Organizations Code. › 23.95.100 - Short title.

RCW 23.95.100
Short title.
This chapter may be known and cited as the uniform business organizations code—general provisions.
[ 2015 c 176 § 1101.]
NOTES:
Effective date—Contingent effective date—2015 c 176: "(1) Parts I, II, III, IV, V, VI, VIII, and IX of this act take effect January 1, 2016.
(2) Part VII of this act takes effect upon the effective date of chapter 188, Laws of 2015." [ 2015 c 176 § 1803.]
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.95 - Uniform Business Organizations Code. › 23.95.110 - Delivery of record.

RCW 23.95.110
Delivery of record.
(1) Except as otherwise provided in this chapter, permissible means of delivery of a record include delivery by hand, United States mail, private courier service, and electronic transmission.
(2) Records may be delivered to the secretary of state by electronic transmission as authorized by the secretary of state pursuant to RCW 23.95.115(2). The secretary of state may deliver a record to an entity by electronic transmission if the entity has designated an address, location, or system to which the record may be electronically transmitted.
[ 2015 c 176 § 1103.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.95 - Uniform Business Organizations Code. › 23.95.115 - Rules and procedures.

RCW 23.95.115
Rules and procedures.
(1) The secretary of state has the power reasonably necessary to perform the duties required by this chapter, including adoption, amendment, or repeal of rules under chapter 34.05 RCW for the efficient administration of this chapter.
(2) The secretary of state may adopt rules to facilitate electronic filing. The rules will detail the circumstances under which the electronic filing of documents will be permitted, how the documents will be filed, and how the secretary of state will return filed documents. The rules may also impose additional requirements related to implementation of electronic filing processes, including but not limited to file formats, signature technologies, delivery, and the types of entities, records, or documents permitted.
[ 2015 c 176 § 1104.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.95 - Uniform Business Organizations Code. › 23.95.200 - Entity filing requirements.

RCW 23.95.200
Entity filing requirements.
(1) To be filed by the secretary of state pursuant to this chapter, an entity filing must be received by the secretary of state, comply with this chapter, and satisfy the following:
(a) The entity filing must be required or permitted by Title 23, 23B, 24, or 25 RCW.
(b) The entity filing must be delivered in a tangible medium unless and to the extent the secretary of state permits electronic delivery of entity filings pursuant to RCW 23.95.115(2).
(c) The words in the entity filing must be in English, and numbers must be in Arabic or Roman numerals, but the name of the entity need not be in English if written in English letters or Arabic or Roman numerals.
(d) The entity filing must be executed by or on behalf of a person authorized or required under this chapter or the entity's organic law to execute the filing.
(e) The entity filing must state the name and capacity, if any, of each individual who executed it, on behalf of either the individual or the person authorized or required to execute the filing, but need not contain a seal, attestation, acknowledgment, or verification.
(2) When an entity filing is delivered to the secretary of state for filing, any fee required under this chapter and any fee, interest, or penalty required to be paid under this chapter or law other than this chapter must be paid in a manner permitted by the secretary of state or by that law.
(3) The secretary of state may require that an entity filing delivered in a tangible medium be accompanied by an identical or conformed copy.
(4) A record filed under this chapter may be executed by an individual acting in a valid representative capacity.
[ 2020 c 57 § 30; 2015 c 176 § 1201.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.95 - Uniform Business Organizations Code. › 23.95.205 - Forms.

RCW 23.95.205
Forms.
(1) The secretary of state may provide forms for entity filings required or permitted to be made by Title 23, 23B, 24, or 25 RCW, but, except as otherwise provided in subsection (2) of this section, their use is not required.
(2) The secretary of state may require that a cover sheet for an entity filing and an annual report be on forms prescribed by the secretary of state.
[ 2015 c 176 § 1202.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.95 - Uniform Business Organizations Code. › 23.95.210 - Effective date and time.

RCW 23.95.210
Effective date and time.
Except as otherwise provided in this chapter and subject to RCW 23.95.220(4), an entity filing is effective:
(1) On the date of filing and at the time specified in the entity filing as its effective time;
(2) Unless prohibited by the entity's organic law, at a specified delayed effective date and time, which may not be more than ninety days after the date of filing;
(3) If a delayed effective date is specified, but no time is specified, at 12:01 a.m. on the date specified; or
(4) If subsection (1), (2), or (3) of this section does not apply, on the date and at the time of its filing by the secretary of state as provided in RCW 23.95.225.
[ 2015 c 176 § 1203.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.95 - Uniform Business Organizations Code. › 23.95.215 - Withdrawal of filed record before effectiveness.

RCW 23.95.215
Withdrawal of filed record before effectiveness.
(1) Except as otherwise provided in this chapter, a filed record may be withdrawn before it takes effect by delivering to the secretary of state for filing a statement of withdrawal.
(2) A statement of withdrawal must:
(a) Be executed by an individual acting in a valid representative capacity; and
(b) Identify the filed record to be withdrawn.
(3) On filing by the secretary of state of a statement of withdrawal, the action or transaction evidenced by the original filed record shall not take effect.
[ 2015 c 176 § 1204.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.95 - Uniform Business Organizations Code. › 23.95.220 - Correcting filed record.

RCW 23.95.220
Correcting filed record.
(1) An entity may correct a filed record if:
(a) The filed record at the time of filing contained an inaccurate statement;
(b) The filed record was defectively executed; or
(c) The electronic transmission of the filed record to the secretary of state was defective.
(2) To correct a filed record, the entity must deliver to the secretary of state for filing a statement of correction.
(3) A statement of correction:
(a) May not state a delayed effective date;
(b) Must be executed by the individual correcting the filed record;
(c) Must identify the filed record to be corrected;
(d) Must specify the inaccuracy or defect to be corrected; and
(e) Must correct the inaccuracy or defect.
(4) A statement of correction is effective as of the effective date of the filed record that it corrects except as to persons relying on the uncorrected filed record and adversely affected by the correction. As to those persons, the statement of correction is effective when filed.
[ 2015 c 176 § 1205.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.95 - Uniform Business Organizations Code. › 23.95.225 - Duty of secretary of state to file—Review of refusal to file.

RCW 23.95.225
Duty of secretary of state to file—Review of refusal to file.
(1) The secretary of state shall file an entity filing that satisfies this chapter. The duty of the secretary of state under this section is ministerial.
(2) The secretary of state shall record an entity filing on the date and at the time of its receipt. After filing an entity filing, the secretary of state shall deliver to the person that submitted the filing a copy of the filed record with an acknowledgment of the date and time of filing.
(3) If the secretary of state refuses to file an entity filing, the secretary of state not later than fifteen business days after the filing is received, shall:
(a) Return the entity filing or notify the person that submitted the filing of the refusal; and
(b) Provide a brief explanation in a record of the reason for the refusal.
(4) If the secretary of state refuses to file an entity filing, the person that submitted the entity filing may petition the superior court to compel its filing. The entity filing and the explanation of the secretary of state of the refusal to file must be attached to the petition. The court may decide the matter in a summary proceeding.
(5) The filing of or refusal to file an entity filing does not:
(a) Affect the validity or invalidity of the entity filing in whole or in part;
(b) Relate to the correctness or incorrectness of information contained in the entity filing; or
(c) Create a presumption that the information contained in the filing is correct or incorrect.
[ 2015 c 176 § 1206.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
2023 Revised Code of Washington › Title 23 - Corporations and Associations (Profit) (Business Corporation Act: See Title 23b Rcw) › Chapter 23.95 - Uniform Business Organizations Code. › 23.95.230 - Evidentiary effect of copy of filed record.

RCW 23.95.230
Evidentiary effect of copy of filed record.
A certification from the secretary of state accompanying a copy of a filed record is conclusive evidence that the copy is an accurate representation of the original record on file with the secretary of state.
[ 2015 c 176 § 1207.]
NOTES:
Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.