Montana Attorney General Opinion 16-346

Opinion No. 346. Corporations--Cooperative Associa- tions-Statutes, Construction Of. HELD. 1. Section 6389, R. C. M 1935, applies to all cooperative cor· porations, cooperative companies or cooperative associations but does not apply to corporations organized un- der statutes relating to so-called gen- eral corporations. 2. Section 6389, R. C. M. 1935, ex- pressly applies to corporations, etc., "heretofore organized and doing busi- ness under prior statutes." September 4, 1936. Hon. Sam W. Mitchell Secretary of State The Capitol You have submitted the following; 344 OPINIONS OF THE ATTORNEY GENERAL "Section 6389 provides that 'All cooperative corporations, companies, or associations heretofore organized and doing business under prior stat- utes, or which have attempted to so organize and do business, shall have the benefit of this Act' by following the procedure in that section. Is it your opinion: "(1) That the word 'cooperative' should be read before the words 'companies'. and 'associations,' thus including within this provision only corporations of a cooperative char- acter, or do the words 'companies' and 'associations', in your opinion, mean any corporation organized un- der statutes relating to so-called gen- eral corporations? "(2) May such corporations or as- sociations formed after passage of Chapter 38 of the Civil Code of 1935 avail themselves of this privilege (Sec. 6389)?" Answering question (1), it is my opinion that the word "cooperative" qualifies all three following words, "corporations, companies or associa- tions." This seems to be the reason- able and fair construction. Section 6389, R. C. M. 1935, is a part of Chap- ter 88, which deals with the subject of cooperative associations. That the word "cooperative" does not modify the first word following it, to-wit: "corporations," alone is indicated by the title of the Act, Chapter 83, Laws of 1915, which has the following in- corporated in it: "and extending the provisions of this Act to cooperative associations heretofore incorporated." The word "associations" was used in the title to cover the group specified in the body of the Act, to-wit: cor- porations, companies and associa- tions. We believe that there can be no doubt but that this was the intent of the legislature. Without knowing more of the facts it is somewhat difficult to answer your second question. The statute, however, expressly applies to corpor- ations, etc., "heretofore organized and doing business under prior statutes."