HB 1367 Summary

• Establishes comprehensive framework for incorporation and governance of cooperative associations in Mississippi, including powers, membership, voting rights, and organizational structure.

• Requires five or more adults (one resident) to form a cooperative with articles of association; sets minimum director requirements of three to five depending on membership size.

• Implements patron-based distribution of net proceeds at least annually, with dividends on capital stock capped at 6% per annum and restrictions on promotion expenses limited to 5% of paid-up capital.

• Authorizes cooperatives to enter binding contracts with members for up to five years (self-renewing) requiring product delivery or purchases, with liquidated damages capped at 30% of contract value.

• Permits voluntary dissolution by three-fourths member vote or involuntary dissolution by court decree for fraud, abuse of authority, or non-compliance; establishes procedures for merger, consolidation, and administrative dissolution for non-compliance with filing requirements.