KRS 279.140: Power of board of directors to encumber or dispose of property.

(1) Except as provided in KRS 279.090, 279.120 and 279.130, and in subsection (2) of

this section, no corporation formed under this chapter may sell, lease or otherwise

dispose of any of its property unless the board of directors is authorized so to do by

a majority vote of the total membership. Due notice shall be given to all members of

the proposed sale, lease or other disposition of such property. The board of

directors, without authorization by the members, shall have full power and authority

to authorize the execution and delivery of a mortgage or mortgages or a deed or

deeds of trust upon, or the pledging or encumbering of any or all of, the property,

assets, rights, privileges, licenses, franchises, and permits of such a corporation,

whether acquired or to be acquired, and wherever situated, as well as the revenues

and income therefrom, upon such terms and conditions as the board of directors

shall determine, to secure any obligation of such corporation, any provision of the

articles of incorporation or b ylaws of such corporation to the contrary

notwithstanding.

(2) The board may sell any of the following property without authority from the

members:

(a) Property that is not necessary in operating and maintaining the system, but

sales of such property sha ll not in any one year exceed ten percent (10%) in

value of all the property of the corporation other than merchandise and

property acquired for resale;

(b) Services and electric energy;

(c) Property acquired for resale; and

(d) Merchandise.