KRS 272.020: Organization of cooperative corporation - Officers -- Votes -- Quorum.

(1) Any three (3) or more persons who are residents of this state may organize a

cooperative corporation to conduct any agricultural, dairy, mercantile, mining,

manufacturing, mechanical, service, or other lawful business, except organizations

subject to any of the provisions of the banking laws of this state.

(2) The cooperative corporation shall be organized with shares or with memberships, as

provided in articles of incorporation.

(3) The directors of the cooperative corporation shall be elected by the stock holders or

members at such times and for such term of office as the bylaws prescribe, and shall

hold office until their successors are elected. A majority of the stockholders or

members at any regular or special stockholders' or members' meeting, legally called,

may remove any director or official for cause, and fill the vacancy.

(4) There shall be a president, one (1) or more vice presidents, and a secretary and

treasurer, or secretary treasurer, elected annually by and from the directors.

(5) No stockholder or member, regardless of the number of shares he may own, shall

have more than one (1) vote upon any proposition.

(6) The articles of incorporation or bylaws of a cooperative corporation may prohibit

voting by proxy or voting trusts.

(7) Unless otherwise provided in the articles of incorporation or bylaws, a majority of

the stockholders or members entitled to vote, represented in person or by proxy,

shall constitute a quorum at a meeting of stockholders or members. In no event shall

a quorum consist of l ess than one -third (1/3) of the stockholders or members

entitled to vote, except that the articles of incorporation or bylaws of a cooperative

corporation which prohibits both proxies and voting trusts may provide for a lower

quorum; but in no event shall the quorum be set lower than one -tenth (1/10) of the

stockholders or members entitled to vote or twenty (20) such stockholders or

members, whichever is less.