26-2142. VOLUNTARY AND/OR INVOLUNTARY LIQUIDATION. (1) A credit union may elect to dissolve voluntarily and wind up its affairs in the following manner: The board shall adopt a resolution recommending that the credit union be dissolved voluntarily and directing that the question of dissolution be submitted to a regular or special meeting of the members. After the adoption of the resolution to voluntarily dissolve, no receipts shall be accepted nor withdrawals permitted from its share or deposit accounts, nor shall any loans be made nor any dividends declared nor paid pending final determination by its membership on the voluntary dissolution. At a meeting specially called to consider the matter, a majority of the entire membership may vote to dissolve the credit union, provided a copy was mailed to the members of the credit union at least ten (10) days prior thereto. Any member not present at such meeting may, within the next twenty (20) days, vote in favor of or may oppose dissolution by signing a statement in form approved by the department of finance and such vote shall have the force and effect as if cast at such meeting. The credit union shall thereupon immediately cease to do business except for the purposes of liquidation, and the president and secretary shall within five (5) days following such meeting notify the department of finance of intention to liquidate and shall include a list of the names of the directors and officers of the credit union together with their addresses.
(2) If the department of finance, after issuing notice of suspension and providing opportunity for a hearing, rejects the credit union’s plan to continue operations, the department of finance may issue a notice of involuntary liquidation and appoint a liquidating agent. The credit union may request a stay of execution of such action by appealing to the appropriate court of the jurisdiction in which the credit union is located. Involuntary liquidation may not be ordered prior to following the suspension procedures outlined in this chapter.
(3) The credit union shall continue in existence for the purpose of discharging its debts, collecting and distributing its assets, and doing all acts required in order to wind up its business and may sue and be sued for the purpose of enforcing such debts and obligations until its affairs are fully adjusted. The board or, in the case of involuntary dissolution, the liquidating agent shall apply and distribute the assets of the credit union or the proceeds from any disposition of the assets of the credit union in the following sequence:
(a) Secured creditors, up to the value of their collateral;
(b) Costs and expenses of liquidation, including a surety bond that shall be required;
(c) Wages due the employees of the credit union;
(d) Costs and expenses incurred by creditors in successfully opposing the release of the credit union from certain debts as allowed by the department of finance;
(e) Taxes owed to the United States or any other governmental unit;
(f) Debts owed to the United States;
(g) General creditors; secured creditors, to the extent their claims exceed the value of their collateral; and owners of deposit accounts, to the extent such accounts are uninsured; and
(h) Members, to the extent of uninsured share accounts and the organization that insured the accounts of the credit union.
As soon as the board or the liquidating agent determines that all assets from which there is a reasonable expectancy of realization have been liquidated and distributed as set forth in this section, the director shall execute a certificate of dissolution. The credit union shall be subject to examination by and reporting to the department of finance to determine that all procedures have been observed as required by this chapter and shall pay such examination fees as are determined by the department of finance in accordance with its schedules.
(4) If the credit union shall not be completely liquidated and its assets discharged within three (3) years after the special meeting of the members, the director may take possession of the books, records, and assets and proceed to complete liquidation. If the director determines after one (1) year from the commencement of liquidation proceedings that the liquidation is not proceeding in a reasonable and expeditious manner under all of the circumstances, he may take possession of the books, records, and assets and appoint a liquidating agent who shall give a bond to complete the liquidation.
History:
[26-2142, added 1977, ch. 213, sec. 2, p. 605; am. 1988, ch. 158, sec. 2, p. 286; am. 2020, ch. 214, sec. 12, p. 635.]