Title 17 Corporations, Partnerships and Associations

17-10-105. Certificate of incorporation; execution and contents.

(a) The incorporators shall sign and acknowledge, in the manner required for the signing and acknowledgment of deeds, a certificate of incorporation showing the following facts: (i) The name of the cooperative; (ii) The purpose of the cooperative; (iii)(A) If organized without capital stock, whether the property rights of each member shall be equal or unequal; and if unequal, the articles shall set forth the general rule or rules applicable to all members by which the property rights and interests, respectively, of each member shall be determined and fixed; and the association shall have the power to admit new members who shall be entitled to share in the property of the association with the old members, in accordance with such general rule or rules. This provision of the articles of incorporation shall not be altered, amended, or repealed except by the written consent or the affirmative vote of three-fourths of the members; (B) If organized with capital stock, the amount of such stock, the number of shares into which the capital stock is divided, and the par value of each share shall be given. (iv) The period of duration for the cooperative, if the duration is not to be perpetual; (v) The number of directors, not less than five (5) and the names of those who shall manage the concerns of the corporation for the first corporate year; (vi) The name of the town or post office and the county where the principal office or place of business of the corporation shall be located; (vii) Any further provisions, not inconsistent with law, which the incorporators may deem expedient to be embodied in such certificate.