Section 351.1033

Title XXIII CORPORATIONS, ASSOCIATIONS AND PARTNERSHIPS

Chapter 351

Effective - 28 Aug 2011   

  351.1033.  Record-keeping requirements — examination of records, when. — 1.  (1)  A cooperative shall keep as permanent records, minutes of all meetings of its members and of the board, a record of all actions taken by the members or the board without a meeting, and a record of all waivers of notices of meetings of the members and of the board.

  (2)  A cooperative shall maintain appropriate accounting records.

  (3)  A cooperative shall keep a copy of each of the following records at its principal office:

  (a)  Its current articles and other governing instruments, and all amendments thereto or restatements thereof;

  (b)  Its current bylaws or other similar instruments, and all amendments thereto or restatements thereof;

  (c)  A record of the names and last known addresses of its current and past members in a form that allows preparation of an alphabetical list of members with each member's address;

  (d)  A list of the names and last known business addresses of its current board members and officers;

  (e)  All interim financial statements prepared for periods ending during the last fiscal year, and all year-end financial statements, if any, prepared for the previous four fiscal years; and

  (f)  Copies of all tax returns filed by the cooperative for the previous four tax years.

  (4)  Except as otherwise limited by sections 351.1000 to 351.1228, the board shall have discretion to determine what records are appropriate for the purposes of the cooperative, the length of time records are to be retained, and policies relating to the confidentiality, disclosure, inspection, and copying of the records of the cooperative.

  (5)  A cooperative shall maintain its records in written form or in another form, which may be electronic or otherwise paperless, so long as such form is capable of conversion into written form within a reasonable time.

  2.  Each member shall, at proper times and upon three days' prior written notice, have access to the books and records of the cooperative as identified in subdivisions (1) to (4) of subsection 1 of this section, to examine same under such regulations and conditions as set forth in the bylaws or as otherwise set forth by the board.  In all events, a member's demand to examine the books and records of the cooperative shall be in good faith and for a proper cooperative purpose, and in no event shall a member have the right to inspect or copy, if otherwise allowed, for any person other than the member, any records relating to the amount of any equity capital in the cooperative held by any person; any financial information or patronage history, including but not limited to, amounts of patronage done by or for a member or the amounts of patronage dividends received by such member; any accounts receivable or other amounts due to the cooperative from any person; any personnel or employment records related to the cooperative; any records subject to confidentiality agreements with third parties or under court order; any records deemed confidential under any federal, state, or municipal law, regulation, or ruling, including but not limited to personal health information as defined under federal law; or any trade secret.

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(L. 2011 S.B. 366)