Two-thirds vote required for approval--Articles of conversion--Contents of articles--Affidavit of compliance

If the proposition for the conversion of the corporation described in § 47-21-22 into a cooperative and the proposed articles of conversion, with any amendments, are approved by the affirmative vote of not less than two - thirds of those members of such corporation voting thereon at such meeting, or, if such corporation is a stock corporation, by the affirmative vote of the holders of not less than two - thirds of those shares of the capital stock of such corporation represented at such meeting and voting thereon, or in the case of a corporation having no members and no shares of its capital stock outstanding, by the affirmative vote of not less than two - thirds of its incorporators, articles of conversion in the form approved shall be executed and acknowledged on behalf of such corporation by its president or vice - president and its seal shall be affixed thereto and attested by its secretary. The articles of conversion shall recite that they are executed pursuant to this chapter and shall state: (1) The name of the corporation and the address of its principal office prior to its conversion into a cooperative; (2) The statute or statutes under which it was organized; (3) A statement that such corporation elects to become a cooperative, nonprofit membership corporation subject to this chapter; (4) Its name as a cooperative; (5) The address of the principal office of the cooperative; (6) The names and addresses of the directors of the cooperative; and (7) The manner in which members, stockholders or incorporators of such corporation may or shall become members of the cooperative; Source: SL 1947, ch 33, § 20; SDC Supp 1960, § 11.2220 (2).