35-18-311. Board of trustees — number — qualifications — removal — compensation — husband and wife. (1) The business and affairs of a cooperative must be managed by a board of not less than five trustees, each of whom must be a member of the cooperative or of another cooperative that is a member of the cooperative. The bylaws must prescribe the number of trustees, their qualifications, other than those provided for in this chapter, the manner of holding meetings of the board of trustees and of the election of successors to trustees who resign, die, or are otherwise incapable of acting. The bylaws may also provide for the removal of trustees from office and for the election of their successors.

(2)Without approval of the membership, trustees:

(a)may not receive any salaries for their services as trustees, except trustees may receive the same insurance coverage provided to cooperative employees; and

(b)except in emergencies, may not be employed by the cooperative in any capacity involving compensation.

(3)The bylaws may provide that the board of trustees may establish a fixed sum, including expenses of attendance, if any, to be allowed for:

(a)attendance at each meeting of the board of trustees or any committee of the board of trustees; or

(b)representing the cooperative at any meeting or on any business whenever representation has been approved by the board.

(4)If a husband and wife hold joint membership in a cooperative, either one but not both may be elected a trustee.

(5)The policies of the cooperative may provide that benefits provided to employees may be extended to trustees.