§3737. Board of trustees








1. Number and qualifications. 
A board of not less than 5 trustees shall manage the business of a cooperative.
Each trustee shall be a member of the cooperative or of another cooperative which
is a member of the cooperative. The bylaws shall prescribe the number of trustees,
their qualifications, other than those prescribed in this chapter, the manner of holding
meetings of the board of trustees and of electing successors to trustees and of electing
successors to trustees who resign, die or otherwise become incapable of acting.


[
1987, c. 141, Pt. A, §6 (NEW)
.]








2. Removal and salaries. 
The bylaws may provide for the removal of trustees from office and for the election
of their successors. Trustees may not receive any salaries for their services as
trustees and, except in emergencies, may not be employed by the cooperative in any
capacity involving compensation without the approval of the members. The bylaws may
provide that a fixed fee and expenses of attendance be allowed to each trustee for
attendance at each meeting of the board of trustees.


[
1987, c. 141, Pt. A, §6 (NEW)
.]








3. Term of office. 
The trustees of a cooperative named in the articles of incorporation or conversion
shall hold office until the next annual meeting of the members and until their successors
are elected and qualify. 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 annual meeting of the
members, except as otherwise provided in this chapter. Each trustee shall hold office
for the term for which he is elected and until his successor is elected and qualified.


[
1987, c. 141, Pt. A, §6 (NEW)
.]








4. Staggered terms. 
Instead of electing the whole number of trustees annually, the bylaws may provide
that the trustees be divided into either 2 or 3 classes, each class to be as nearly
equal as possible. The term of office of trustees of the first class shall expire
at the first annual meeting of members after their election, that of the 2nd class
shall expire at the 2nd annual meeting after their election and that of the 3rd class,
if any, shall expire at the 3rd annual meeting after their election. At each annual
meeting after classification, the number of trustees equal to the number of the class
whose term expires at the time of the meeting shall be elected to hold office until
the 2nd succeeding annual meeting, if there are 2 classes, or until the 3rd succeeding
annual meeting, if there are 3 classes. No classification of trustees may be effective
prior to the first annual meeting of members.


[
1987, c. 141, Pt. A, §6 (NEW)
.]








5. Quorum. 
A majority of the board of trustees shall constitute a quorum.


[
1987, c. 141, Pt. A, §6 (NEW)
.]








6. Joint membership. 
If 2 or more individuals hold a joint membership in a cooperative, only one of them,
may be elected a trustee.


[
1987, c. 141, Pt. A, §6 (NEW)
.]








7. Powers. 
The board of trustees may exercise all of the powers of a cooperative not conferred
upon the members by this chapter or its articles of incorporation or bylaws.


[
1987, c. 141, Pt. A, §6 (NEW)
.]





SECTION HISTORY

1987, c. 141, §A6 (NEW).