Missouri Revised Statutes













Chapter 394

Rural Electric Cooperatives

←394.080

Section 394.090.1

394.100→

August 28, 2015

Articles may be amended, how.

394.090. 1. 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

directors 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

meeting; and



(2) (a) Upon such approval by the members, articles of amendment shall

be executed and acknowledged in duplicate 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.



(b) The president or vice president executing such articles of amendment

shall also make and annex to each copy thereof an affidavit stating that the

provisions of this section were duly complied with.



(c) Such articles of amendment and affidavit shall be submitted to the

secretary of state for filing as provided in this chapter.



2. A cooperative may upon authorization of a majority of the members at

any regular or special meeting change the location of its principal office by

filing a certificate of change of principal office, executed and acknowledged

in duplicate by its president or vice president under its seal attested by

its secretary, in the office of the secretary of state and also by filing such

certificate of change in each county office in which its 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 the filing of 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.



(RSMo 1939 § 5398)







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