N.Y. Cooperative Corporations Law § 14: General powers

§ 14. General powers. In addition to the powers and rights set out in

the business corporation law or, in the case of a membership

cooperative, the not-for-profit corporation law and subject thereto and

subject to the provisions of this chapter, a cooperative corporation

shall have the following additional specific powers to be exercised for

the furtherance of its lawful purposes and business:

(a) To define or limit its activities as set forth in its certificate

of incorporation or in its by-laws.

(b) To handle the products of non-members, except that, in the case of

a producers' cooperative corporation, such non-member products handled

in any year must not exceed the total of similar products handled for

its own members.

(c) To make advance payments or loans to members.

(d) To act as the agent or representative of any member, including

other cooperatives with which it is affiliated in any of the activities

of the member or other cooperative.

(e) To acquire, own, sell, transfer or pledge shares of capital stock

or bonds or other securities of any corporation or association engaged

in any directly related activity or in the warehousing, handling or

marketing of any of the products handled by the corporation.

(f) To establish reserves, and to invest the funds thereof in bonds or

in such other property as may be provided in the by-laws.

(g) To establish, secure, own and develop patents, trademarks and

copyrights.

(h) To set forth in its certificate of incorporation, by-laws or

member contracts the number, qualifications, classifications,

obligations and relative rights of its members; and general rules as to

the property and funds of the corporation, the property rights, voting

rights and interests of members and of its several classes of members,

the admission of new members, the resignation or removal of members, the

transfer, suspension, termination, forfeiture, retirement and purchase

of membership and membership certificates (including shares of stocks),

the methods thereof, the distribution to members, the making of

contracts with its members and with others, the holding of meetings and

elections, the establishment of voting districts, and the election of

delegates to represent the members in such districts or to represent

affiliated corporations or associations.

(i) To adopt and amend by-laws, consistent with law and the

certificate of incorporation, including emergency by-laws made pursuant

to subdivision seventeen of section twelve of the state defense

emergency act, relative to the foregoing subjects, the conduct and

management of the affairs of the corporation, the calling and conduct of

meetings, the amount of stock or the number or proportion of members or

delegates which must be represented at meetings of the shareholders,

members or delegates to constitute a quorum, the manner of voting, the

election, appointment, removal, powers, duties, terms and compensation

of its officers, directors and committees, and the fixing of procedures

and liabilities in case of violations of the by-laws or of the

obligations of members, officers or directors.

(j) To become a member of any other cooperative corporation with such

rights, powers and representations as may be prescribed in the

certificate of incorporation or the by-laws of the latter corporation.

(k) To act as agent for a non-member in the performance of such

services as are permitted under this chapter for its members.

(l) To enter into all proper contracts and agreements with any other

cooperative corporation for the cooperative and more economical carrying

on of its business or any portion thereof, or for the employment of

common facilities or agencies.

(m) To act as an agency for, or subsidiary of, any other cooperative

corporation or corporations.

(n) To act as a holding corporation for the properties of any other

cooperative corporation or corporations.

(o) To borrow money and contract debts, when necessary for the

exercise of its corporate rights and purposes; to issue and dispose of

its obligations for any amount so borrowed; and to pledge its property

and franchises to secure the payment of its debts.

(p) To limit the amount of indebtedness which may be incurred by it or

on its behalf.

(q) To possess and exercise all powers, rights and privileges,

including the acquisition of real property, necessary, suitable or

incidental to the purposes or activities for which the corporation is

organized or in which it is engaged.