Section 351.1084

Title XXIII CORPORATIONS, ASSOCIATIONS AND PARTNERSHIPS

Chapter 351

Effective - 28 Aug 2011   

  351.1084.  Election of officers — chief executive officer permitted. — 1.  Unless otherwise set forth in the articles or bylaws:

  (1)  The board may elect a chair and one or more vice chairs of the board to hold and lead meetings of the board; and

  (2)  The board shall elect or appoint a president and secretary to serve as officers of the cooperative;

  (3)  The officers, other than the chief executive officer, president and secretary shall not have the authority to bind the cooperative except as authorized by the board.

  2.  The board may elect additional officers as the articles or bylaws authorize or require.

  3.  The offices of president and secretary may be combined, and the same person may serve in both capacities.

  4.  The board may employ a chief executive officer to manage the day-to-day affairs and business of the cooperative, and if a chief executive officer is employed, the chief executive officer shall have the authority to implement the functions, duties, and obligations of the cooperative except as restricted by the board or as delegated to a manager.  The chief executive officer shall not exercise authority reserved to the board, a manager, the members, the articles, or the bylaws.  Nothing contained herein shall limit the cooperative's right to have co-chief executive officers.

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(L. 2011 S.B. 366)