Iowa Code 501A.1205 – Articles of dissolution
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1.
Conditions to file.
Articles of dissolution of a cooperative shall be filed with the secretary after payment of the claims of all known creditors and claimants has been made or provided for and the remaining property has been distributed by the board. The articles of dissolution shall state all of the following:
a. The name of the cooperative.
b. All debts, obligations, and liabilities of the cooperative have been paid or discharged or adequate provisions have been made for them or time periods allowing claims have run and other claims are not outstanding.
c. The remaining property, assets, and claims of the cooperative have been distributed among the members or under a liquidation authorized by the members.
d. Legal, administrative, or arbitration proceedings by or against the cooperative are not pending or adequate provision has been made for the satisfaction of a judgment, order, or decree that may be entered against the cooperative in a pending proceeding.
Terms Used In Iowa Code 501A.1205
- Articles: means the articles of organization of a cooperative as originally filed or subsequently amended as provided in this chapter. See Iowa Code 501A.102
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Board: means the board of directors of a cooperative. See Iowa Code 501A.102
- Cooperative: means a business association organized under this chapter. See Iowa Code 501A.102
- following: when used by way of reference to a chapter or other part of a statute mean the next preceding or next following chapter or other part. See Iowa Code 4.1
- Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
- property: includes personal and real property. See Iowa Code 4.1
- Secretary: means the secretary of state. See Iowa Code 501A.102
- state: when applied to the different parts of the United States, includes the District of Columbia and the territories, and the words "United States" may include the said district and territories. See Iowa Code 4.1
2.
Dissolution effective on filing.
The cooperative is dissolved when the articles of dissolution have been filed with the secretary.
3.
Certificate.
The secretary shall issue to the dissolved cooperative or its legal representative a certificate of dissolution that contains all of the following:
a. The name of the dissolved cooperative.
b. The date the articles of dissolution were filed with the secretary.
c. A statement that the cooperative is dissolved.