Purchase of business of another; payment in shares or memberships; approval by shareholders

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  • When a cooperative corporation purchases the business of any other association, corporation, or person, it may pay for the purchase wholly or partly by the issue of shares of its capital stock or memberships to an amount which at par value would equal the fair market value of the business purchased, or wholly or partly in goods and services equal to the fair market value of the business purchased, or by any combination of shares, memberships, goods, and services to that amount.
  • No such purchase shall be made until the proposal therefor has been submitted by the directors to a meeting of the shareholders duly convened, with notice of the proposed action, and with an itemized statement of assets and liabilities of the business proposed to be purchased which shall include the value of the goodwill, patents, and other intangible assets as a separate item, and the proposal has been ratified by a majority vote of the shareholders.


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