MO SB366

Establishes the Missouri Cooperative Associations Act (sections 351.1000-351.1228), creating a comprehensive legal framework for forming and operating cooperative associations in Missouri, separate from existing cooperative statutes under sections 357.010-357.190

Requires cooperatives to have at least 5 directors (or 3 for cooperatives with 50 or fewer members), with patron membership interests collectively holding at least 50% of financial rights and voting power on distributions

Allows business entities including LLCs, partnerships, trusts, and foreign corporations to convert to Missouri corporations by filing a certificate of conversion and articles of incorporation with the Secretary of State ($53 filing fee), and permits Missouri corporations to convert to other business forms ($50 filing fee)

Sets $100 filing fee for cooperative articles of association and $20 for amendments, with cooperatives required to maintain a registered agent and office in Missouri and keep records including meeting minutes, accounting records, and member information

Establishes procedures for cooperative mergers, consolidations, and dissolutions, including requirements for member approval by two-thirds vote for dissolution and provisions for court-supervised dissolution when directors are deadlocked or fiduciary duties are breached