title: RCW 22.09.441

text:
In the event a grain dealer or warehouse fails, as defined in *RCW 22.09.011(21), or otherwise fails to comply with the provisions of this chapter or rules promulgated hereunder, the department shall process the claims of depositors producing written evidence of ownership disclosing a storage obligation or written evidence of a sale of commodities for damages caused by the failure, in the following manner:
(1) The department shall give notice and provide a reasonable time, not to exceed thirty days, to depositors possessing written evidence of ownership disclosing a storage obligation or written evidence of sale of commodities to file their written verified claims with the department.
(2) The department may investigate each claim and determine whether the claimant's commodities are under a storage obligation or whether a sale of commodities has occurred. The department shall notify each claimant, the grain warehouse operator or grain dealer, and the committee of the department's determination as to the validity and amount of each claimant's claim. A claimant, warehouse operator, or grain dealer may request a hearing on the department's determination within twenty days of receipt of written notification and a hearing shall be held by the department pursuant to chapter 34.05 RCW. Upon determining the amount and validity of the claim, the director shall pay the claim from the grain indemnity fund.
(3) The department may inspect and audit a failed warehouse operator, as defined by *RCW 22.09.011(21) to determine whether the warehouse operator has in his or her possession, sufficient quantities of commodities to cover his or her storage obligations. In the event of a shortage, the department shall determine each depositor's pro rata share of available commodities and the deficiency shall be considered as a claim of the depositor. Each type of commodity shall be treated separately for the purpose of determining shortages.
[ 2011 c 336 s 631; 1987 c 509 s 14.]
Notes:
*Reviser's note: RCW 22.09.011 was alphabetized pursuant to RCW 1.08.015(2)(k), changing subsection (21) to subsection (9).
Severability—1987 c 509: See note following RCW 22.09.060.

catchline: Grain indemnity fund program—Processing of claims.


doc_type: statute

jurisdiction: wa

title: RCW 22.09.446

text:
If a depositor or creditor, after notification, refuses or neglects to file in the office of the director his or her verified claim against a warehouse operator or grain dealer as requested by the director within thirty days from the date of the request, the director shall thereupon be relieved of responsibility for taking action with respect to such claim later asserted and no such claim shall be paid from the grain indemnity fund.
[ 2011 c 336 s 632; 1987 c 509 s 15.]
Notes:
Severability—1987 c 509: See note following RCW 22.09.060.

license: public-domain-government-work

rule_set: Revised Code of Washington

catchline: Grain indemnity fund program—Failure to file claim in time.

code: rcw

unit: section

court: Washington State Legislature


title: RCW 22.09.451

text:
Subject to the provisions of RCW 22.09.456 and 22.09.461 and to a maximum payment of seven hundred fifty thousand dollars on all claims against a single licensee, approved claims against a licensed warehouse operator or licensed grain dealer shall be paid from the grain indemnity fund in the following amounts:
(1) Approved claims against a licensed warehouse operator shall be paid in full;
(2) Approved claims against a licensed grain dealer for payments due within thirty days of transfer of title shall be paid in full for the first twenty-five thousand dollars of the claim. The amount of such a claim in excess of twenty-five thousand dollars shall be paid to the extent of eighty percent;
(3) Approved claims against a licensed grain dealer for payments due between thirty and ninety days of transfer of title shall be paid to the extent of eighty percent;
(4) Approved claims against a licensed grain dealer for payments due after ninety days from transfer of title shall be paid to the extent of seventy-five percent;
(5) In the event that approved claims against a single licensee exceed seven hundred fifty thousand dollars, recovery on those claims shall be prorated.
[ 2011 c 336 s 633; 1987 c 509 s 16.]
Notes:
Severability—1987 c 509: See note following RCW 22.09.060.

catchline: Grain indemnity fund program—Payment limitations.


title: RCW 22.09.456

text:
In addition to the payment limitations imposed by RCW 22.09.451, payment of any claim approved before the grain indemnity fund first reaches a balance of one million two hundred fifty thousand dollars, shall be limited to the following amounts:
(1) For claims against a licensed grain warehouse, payment shall not exceed the lesser of seven hundred fifty thousand dollars or an amount equal to the licensee's total bushels of licensed storage space multiplied by the rate of eighteen cents.
(2) For claims against a licensed grain dealer, payment shall not exceed the lesser of seven hundred fifty thousand dollars or an amount equal to six percent of the gross purchases of the licensee during the licensee's immediately preceding fiscal year.
(3) The unpaid balance of any claim subject to this section shall be paid when the grain indemnity fund first reaches a balance of one million two hundred fifty thousand dollars, provided that the total paid on the claim shall not exceed the limits specified in RCW 22.09.451.
[ 1987 c 509 s 17.]
Notes:
Severability—1987 c 509: See note following RCW 22.09.060.

catchline: Grain indemnity fund program—Additional payment limitations.


title: RCW 22.09.461

text:
The requirement that the state of Washington pay claims under this chapter only exists so long as the grain indemnity fund contains sufficient money to pay the claims. Under no circumstances whatsoever may any funds (other than assessment amounts and other money obtained under this chapter) be used to pay claims. In the event that the amount in the grain indemnity fund is insufficient to pay all approved claims in the amount provided for under RCW 22.09.451 or 22.09.456, the claims shall be paid in the order in which they were filed with the department, until such time as sufficient moneys are available in the grain indemnity fund to pay all of the claims.
[ 1987 c 509 s 18.]
Notes:
Severability—1987 c 509: See note following RCW 22.09.060.

catchline: Grain indemnity fund program—Payment of claims—Restrictions, priority.


title: RCW 22.09.466

text:
Amounts paid from the grain indemnity fund in satisfaction of any approved claim shall constitute a debt and obligation of the grain dealer or warehouse operator against whom the claim was made. On behalf of the grain indemnity fund, the director may bring suit, file a claim, or intervene in any legal proceeding to recover from the grain dealer or warehouse operator the amount of the payment made from the grain indemnity fund, together with costs and attorneys' fees incurred. In instances where the superior court is the appropriate forum for a recovery action, the director may elect to institute the action in the superior court of Thurston county.
[ 2011 c 336 s 634; 1987 c 509 s 19.]
Notes:
Severability—1987 c 509: See note following RCW 22.09.060.

catchline: Grain indemnity fund program—Debt and obligation of grain dealer or warehouse operator—Recovery by director.


title: RCW 22.09.471

text:
The department may deny, suspend, or revoke the license of any grain dealer or warehouse operator who fails to timely pay assessments to the grain indemnity fund or against whom a claim has been made, approved, and paid from the grain indemnity fund. Proceedings for the denial, suspension, or revocation shall be subject to the provisions of chapter 34.05 RCW.
[ 2011 c 336 s 635; 1987 c 509 s 20.]
Notes:
Severability—1987 c 509: See note following RCW 22.09.060.

catchline: Grain indemnity fund program—Proceedings against licensee.


title: RCW 22.09.520

text:
Whenever any commodity shall be delivered to a warehouse under this chapter, and the scale ticket or warehouse receipt issued therefor provides for the return of a like amount of like kind, grade, and class to the holder thereof, such delivery shall be a bailment and not a sale of the commodity so delivered. In no case shall such commodities be liable to seizure upon process of any court in an action against such bailee, except action by the legal holder of the warehouse receipt to enforce the terms thereof. Such commodities, in the event of failure or insolvency of such bailee, shall be applied exclusively to the redemption of such outstanding warehouse receipts and scale weight tickets covering commodities so stored with such bailee. The commodities on hand in any warehouse or warehouses with a particular license, as provided in RCW 22.09.030, shall be applied to the redemption and satisfaction of warehouse receipts and scale weight tickets which were issued pursuant to the particular license. Commodities in special piles or special bins shall be applied exclusively against the warehouse receipts or scale weight tickets issued therefor.
[ 1987 c 393 s 23; 1963 c 124 s 52.]

catchline: Deposits as bailments.


title: RCW 22.09.570

text:
The director may bring action upon the bond of a warehouse operator or grain dealer against both principal against whom a claim has been made and the surety in any court of competent jurisdiction to recover the damages caused by any failure to comply with the provisions of this chapter or the rules adopted hereunder. Recovery for damages against a warehouse operator or grain dealer on a bond furnished under RCW 22.09.095 shall be limited to the bond amount that would be required for that warehouse operator or grain dealer under RCW 22.09.090.
[ 2011 c 336 s 636; 1987 c 509 s 5; 1983 c 305 s 56; 1975 1st ex.s. c 7 s 29.]
Notes:
Severability—1987 c 509: See note following RCW 22.09.060.
Severability—1983 c 305: See note following RCW 20.01.010.

catchline: Action on bond by director—Authorized—Grounds.


title: RCW 22.09.580

text:
If a depositor creditor after notification fails, refuses, or neglects to file in the office of the director his or her verified claim against a warehouse operator or grain dealer bond as requested by the director within thirty days from the date of the request, the director shall thereupon be relieved of further duty or action under this chapter on behalf of the depositor creditor.
[ 2011 c 336 s 637; 1983 c 305 s 57; 1975 1st ex.s. c 7 s 30.]
Notes:
Severability—1983 c 305: See note following RCW 20.01.010.

catchline: Action on bond by director—Failure of depositor creditor to file claim upon request—Effect.


title: RCW 22.09.590

text:
Where by reason of the absence of records or other circumstances making it impossible or unreasonable for the director to ascertain the names and addresses of all the depositor creditors, the director after exerting due diligence and making reasonable inquiry to secure that information from all reasonable and available sources, may make demand on a warehouse operator's or grain dealer's bond on the basis of information then in his or her possession, and thereafter shall not be liable or responsible for claims or the handling of claims that may subsequently appear or be discovered.
[ 2011 c 336 s 638; 1983 c 305 s 58; 1975 1st ex.s. c 7 s 31.]
Notes:
Severability—1983 c 305: See note following RCW 20.01.010.

catchline: Action on bond by director—Records as to depositor creditors missing or information incomplete—Effect.


title: RCW 22.09.600

text:
Upon ascertaining all claims and statements in the manner set forth in this chapter, the director may then make demand upon the warehouse operator's or grain dealer's bond on behalf of those claimants whose claims and statements have been filed, and has the power to settle or compromise the claims with the surety company on the bond, and is empowered in such cases to execute and deliver a release and discharge of the bond involved.
[ 2011 c 336 s 639; 1983 c 305 s 59; 1975 1st ex.s. c 7 s 32.]
Notes:
Severability—1983 c 305: See note following RCW 20.01.010.

catchline: Action on bond by director—Powers of director.


title: RCW 22.09.610

text:
Upon the refusal of the surety company to pay the demand, the director may thereupon bring an action on the warehouse operator's or grain dealer's bond in behalf of the depositor creditors. Upon any action being commenced on the bond, the director may require the filing of a new bond, and immediately upon the recovery in any action on the bond, a new bond shall be filed. The failure to file the new bond or otherwise satisfy the security requirements of this chapter within ten days in either case constitutes grounds for the suspension or revocation of the license of any principal on the bond.
[ 2011 c 336 s 640; 1987 c 509 s 6; 1983 c 305 s 60; 1975 1st ex.s. c 7 s 33.]
Notes:
Severability—1987 c 509: See note following RCW 22.09.060.
Severability—1983 c 305: See note following RCW 20.01.010.

catchline: Action on bond by director—When authorized—New bond, when required—Penalty for failure to file.


title: RCW 22.09.615

text:
(1) If no action is commenced under RCW 22.09.570 within thirty days after written demand to the department, any depositor injured by the failure of a licensee to comply with the condition of his or her bond has a right of action upon the licensee's bond for the recovery of his or her damages. The depositor shall give the department immediate written notice of the commencement of any such action.
(2) Recovery under the bond shall be prorated when the claims exceed the liability under the bond.
(3) Whenever the claimed shortage exceeds the amount of the bond, it is not necessary for any depositor suing on the bond to join other depositors in the suit, and the burden of establishing proration is on the surety as a matter of defense.
[ 2011 c 336 s 641; 1983 c 305 s 53; 1963 c 124 s 37. Formerly RCW 22.09.370.]
Notes:
Severability—1983 c 305: See note following RCW 20.01.010.

catchline: Action by depositor upon licensee's bond.


title: RCW 22.09.620

text:
Every warehouse operator or grain dealer must pay for agricultural commodities purchased by him or her at the time and in the manner specified in the contract with the depositor, but if no time is set by the contract, then within thirty days after taking possession for purpose of sale or taking title of the agricultural product.
[ 2011 c 336 s 642; 1983 c 305 s 62; 1975 1st ex.s. c 7 s 34.]
Notes:
Severability—1983 c 305: See note following RCW 20.01.010.

catchline: Payment for agricultural commodities purchased—Time requirements.


title: RCW 22.09.630

text:
When a violation has occurred which results in improper payment or nonpayment and a claim is made to the department and the payment is secured through the actions of the department the following charges will be made to the depositor for the action of the department in the matter:
(1) When reported within thirty days from time of default, no charge.
(2) When reported thirty days to one hundred eighty days from time of default, five percent.
(3) When reported after one hundred eighty days from time of default, ten percent.
[ 1975 1st ex.s. c 7 s 35.]

catchline: Payment violations—Recovery by department—Charges to depositors.


title: RCW 22.09.640

text:
Notwithstanding the provisions of chapter 42.56 RCW, the department shall publish annually and distribute to interested parties, a list of licensed warehouses showing the location, county, capacity, and bond coverage for each company.
[ 2005 c 274 s 240; 1979 ex.s. c 238 s 25.]

catchline: Publication and distribution of list of licensed warehouses.


title: RCW 22.09.650

text:
When a station is licensed pursuant to this chapter, the department may assert any and all the remedies provided for in this chapter, including but not limited to those remedies provided for in RCW 22.09.350. Furthermore, if inspection of that portion of the station located in the contiguous state is refused by the licensee, the department may give notice to the licensee to submit to such inspection as the department may deem necessary.
If the station refuses to comply with the terms of the notice within twenty-four hours, the director may summarily suspend the station's license pending a hearing in compliance with chapter 34.05 RCW.
[ 1983 c 305 s 63; 1979 ex.s. c 238 s 26.]
Notes:
Severability—1983 c 305: See note following RCW 20.01.010.

catchline: Remedies of department as to stations.


title: RCW 22.09.660

text:
Upon determining that an emergency storage situation appears to exist, the director may authorize the warehouse operator to forward grain that is covered by negotiable receipts to other licensed warehouses for storage without canceling and reissuing the negotiable receipts pursuant to conditions established by rule.
[ 2011 c 336 s 643; 2003 c 13 s 1; 1983 c 305 s 64.]
Notes:
Severability—1983 c 305: See note following RCW 20.01.010.

catchline: Emergency storage situation—Forwarding to other warehouses.


title: RCW 22.09.710

text:
The department may designate a warehouse located at an inspection point as a terminal warehouse. The department shall, by rule, designate inspection points which shall be provided with state/federal inspection and weighing services commencing July 1, 1979. The revenue from inspection and weighing shall equal the cost of providing such services. Where the department after hearing determines that such cities are no longer necessary as inspection points it may by rule change such designated inspection points by removing one or more locations.
[ 1979 ex.s. c 238 s 21; 1963 c 124 s 38. Formerly RCW 22.09.380.]

catchline: Designation of inspection points and terminal warehouses.


title: RCW 22.09.720

text:
The grades and standards established by the United States department of agriculture as of September 30, 1988, for all commodities included within the provisions of this chapter are hereby adopted as the grades and standards for such commodities in this state: PROVIDED, That the department is hereby authorized to adopt by regulation any new or future amendments to such federal grades and standards. The department is also authorized to issue regulations whether or not in accordance with the federal government and to prescribe therein grades and standards which it may deem suitable for inspection of commodities in the state of Washington. In adopting any new or amendatory regulations the department shall give appropriate consideration, among other relevant factors, to the following:
(1) The usefulness of uniform federal and state grades;
(2) The common classifications given such commodities within the industry;
(3) The utility of various grades;
(4) The kind and type of grades requested by those dealing with the particular type of commodity; and
(5) The condition of the commodity with regard to its wholesomeness and purity.
[ 1989 c 354 s 47; 1963 c 124 s 39. Formerly RCW 22.09.390.]
Notes:
Severability—1989 c 354: See note following RCW 15.36.012.

catchline: Grades and standards of commodities—Regulations.


title: RCW 22.09.730

text:
Inspection or grading of a lot, partial lot, or sample of a commodity tendered for inspection or grading under this chapter shall consist of taking and examining a representative sample thereof and making such tests as are necessary to determine its grade, condition, or other qualitative measurement. Commodities tendered for inspection must be offered and made accessible for sampling at inspection points during customary business hours.
(1) No inspector shall issue a certificate of grade, grading factors, condition, or other qualitative measurement for any commodity unless the inspection or grading thereof be based upon a correct and representative sample of the commodity and the inspection is made under conditions which permit the determination of its true grade or quality, except as provided in subsections (2) and (3) of this section. No sample shall be deemed to be representative unless it is of the size and procured in accordance with the uniform methods prescribed by the department.
(2) An inspection may be made of a submitted sample of a commodity, provided that the certificate issued in such case clearly shows that the inspection or grading covers only the submitted sample of such commodity and not the lot from which it is purportedly drawn.
(3) When commodities are tendered for inspection in such a manner as to make the drawing of a representative sample impossible, a qualified inspection may be made. In such case, the certificate shall clearly show the condition preventing proper sampling such as heavily loaded car, truck, barge, or other container, or other condition.
[ 1989 c 354 s 48; 1963 c 124 s 40. Formerly RCW 22.09.400.]
Notes:
Severability—1989 c 354: See note following RCW 15.36.012.

catchline: Inspection or grading of commodities—Methods.


title: RCW 22.09.740

text:
From all commodities inspected, samples may be drawn, which samples, unless returned by agreement to the applicant, shall become the property of the state and subject to disposition by the department. Upon request the department may transmit a portion of such samples to interested parties upon payment of a reasonable fee set by regulation. Official state file samples shall be retained for periods prescribed by state or federal regulation.
[ 1989 c 354 s 49; 1963 c 124 s 41. Formerly RCW 22.09.410.]
Notes:
Severability—1989 c 354: See note following RCW 15.36.012.

catchline: Inspection or grading of commodities—File samples, retention.


title: RCW 22.09.750

text:
The department's inspectors shall, at terminal warehouses, have exclusive control of the weighing, inspecting, and grading of the commodities that are included within the provisions of this chapter: PROVIDED, That official supervision of weighing under the United States grain standards act shall be deemed in compliance with this section. The action and the certificates of the inspectors in the discharge of their duties, as to all commodities inspected or weighed by them, shall be accepted as prima facie evidence of the correctness of the above activity. Suitable books and records shall be maintained in which shall be entered a record of each inspection activity and the fees assessed and collected. These books and records shall be available for inspection by any party of interest during customary business hours. The records shall be maintained for periods set by regulation.
[ 1989 c 354 s 50; 1983 c 305 s 54; 1963 c 124 s 42. Formerly RCW 22.09.420.]
Notes:
Severability—1989 c 354: See note following RCW 15.36.012.
Severability—1983 c 305: See note following RCW 20.01.010.

catchline: Inspection or grading of commodities—Powers and duties of inspectors at terminal warehouses—Recordkeeping.


title: RCW 22.09.760

text:
No inspection shall be made of any commodity which is to be loaded into a vessel, vehicle, or other container, if it appears that the hold, compartment, or other enclosure into which the commodity is to be loaded is in such condition as to contaminate the commodity or lower the grade.
[ 1963 c 124 s 43. Formerly RCW 22.09.430.]

catchline: Inspection or grading of commodities—No inspection if commodity is to be loaded into defective container.


title: RCW 22.09.770

text:
Any department employee who shall, directly or indirectly, accept any money or other consideration for any neglect of duty or any improper performance of duty as such department employee; or any person who shall knowingly cause or attempt to cause the issuance of a false or incorrect grade or weight certificate under this chapter by deceptive loading, handling, or sampling of commodities or by submitting commodities for inspection knowing that it has been so loaded, handled, or sampled, or by any other means; shall be deemed guilty of a misdemeanor.
[ 1963 c 124 s 44. Formerly RCW 22.09.440.]

catchline: Inspection or grading of commodities—Unlawful practices—Penalty.


title: RCW 22.09.780

text:
(1) In case any owner, consignee, or shipper of any commodity included under the provisions of this chapter, or his or her agent or broker, or any warehouse operator shall be aggrieved at the grading of such commodity, the person may request a reinspection or appeal inspection within three business days from the date of certificate. The reinspection or appeal may be based in the official file sample or upon a new sample drawn from the lot of the grain or commodity if the lot remains intact and available for sampling. The reinspection or appeal inspection shall be of the same factors and scope as the original inspection.
(2) For commodities inspected under federal standards, the reinspection and appeal inspection procedure provided in the applicable federal regulations shall apply. For commodities inspected under state standards, the department shall provide a minimum of a reinspection and appeal inspection service. The reinspection shall consist of a full review of all relevant information and a reexamination of the commodity to determine the correctness of the grade assigned or other determination. The reinspection shall be performed by an authorized inspector of the department other than the inspector who performed the original inspection unless no other inspector is available. An appeal inspection shall be performed by a supervisory inspector.
(3) If the grading of any commodity for which federal standards have been fixed and the same adopted as official state standards has not been the subject of a hearing, in accordance with subsection (2) of this section, any interested party who is aggrieved with the grading of such commodity, may, with the approval of the secretary of the United States department of agriculture, appeal to the federal grain supervisor of the supervision district in which the state of Washington may be located. Such federal grain supervisor shall confer with the department inspectors and any other interested party and shall make such tests as he or she may deem necessary to determine the correct grade of the commodity in question. Such federal grade certificate shall be prima facie evidence of the correct grade of the commodity in any court in the state of Washington.
[ 2011 c 336 s 644; 1989 c 354 s 51; 1963 c 124 s 45. Formerly RCW 22.09.450.]
Notes:
Severability—1989 c 354: See note following RCW 15.36.012.

catchline: Inspection or grading of commodities.


title: RCW 22.09.790

text:
(1) The department shall fix the fees for inspection, grading, and weighing of the commodities included under the provisions of this chapter, which fees shall be sufficient to cover the cost of such service. The fees for inspection, weighing, and grading of such commodities shall be a lien upon the commodity so weighed, graded, or inspected which the department may require to be paid by the carrier or agent transporting the same and treated by it as an advanced charge, except when the bill of lading contains the notation "not for terminal weight and grade," and the commodity is not unloaded at a terminal warehouse.
(2) The department is authorized to make any tests relating to grade or quality of commodities covered by this chapter. The department may inspect and approve facilities and vessels to be used in transporting such commodities and provide any other necessary services. It may fix and charge a reasonable fee to be collected from the person or his or her agent requesting such service.
(3) The department shall so adjust the fees to be collected under this chapter as to meet the expenses necessary to carry out the provisions hereof, and may prescribe a different scale of fees for different localities. The department may also prescribe a reasonable charge for service performed at places other than terminal warehouses in addition to the regular fees when necessary to avoid rendering the services at a loss to the state.
[ 2011 c 336 s 645; 1963 c 124 s 46. Formerly RCW 22.09.460.]

catchline: Inspection or grading of commodities—Fees and charges.


title: RCW 22.09.800

text:
If any terminal warehouse at inspection points is provided with proper scales and weighing facilities, the department may weigh the commodity upon the scales so provided. The department at least once each year shall cause to be examined, tested, and corrected, all scales used in weighing commodities in any of the cities designated as inspection points in this chapter or such places as may be hereinafter designated, and after such scale is tested, if found to be correct and in good condition, to seal the weights with a seal provided for that purpose and issue to the owner or proprietor a certificate authorizing the use of such scales for weighing commodities for the ensuing year, unless sooner revoked by the department. If such scales be found to be inaccurate or unfit for use, the department shall notify the party operating or using them, and the party thus notified shall, at his or her own expense, thoroughly repair the same before attempting to use them and until thus repaired or modified to the satisfaction of the department the certificate of such party shall be suspended or revoked at the discretion of the department. The party receiving such certificate shall pay to the department a reasonable fee for such inspection and certificate to be fixed by the department. It shall be the duty of the department to see that the provisions of this section are strictly enforced.
[ 2011 c 336 s 646; 1963 c 124 s 47. Formerly RCW 22.09.470.]

catchline: Inspection or grading of commodities—Scales and weighing.


title: RCW 22.09.810

text:
In case any commodity under the provisions of this chapter is sold for delivery on Washington grade to be shipped to or from places not provided with state inspection under this chapter, the buyer, seller, or persons making delivery may have it inspected by notifying the department or its inspectors, whose duty it shall be to have such commodity inspected, and after it is inspected, to issue to the buyer, seller, or person delivering it, without undue delay, a certificate showing the grade of such commodity. The person or persons, or his or her agent, calling for such inspection shall pay for such inspection a reasonable fee to be fixed by the department.
[ 2011 c 336 s 647; 1963 c 124 s 48. Formerly RCW 22.09.480.]

catchline: Inspection or grading of commodities—Inspection of commodities shipped to or from places other than inspection points.


title: RCW 22.09.820

text:
When commodities are shipped to points where inspection is provided and the bill of lading does not contain the notation "not for terminal weight and grade" and the commodity is unloaded by or on account of the consignee or his or her assignee without being inspected or weighed by a duly authorized inspector under the provisions of this chapter, the shipper's weight and grade shall be conclusive and final and shall be the weight and grade upon which settlement shall be made with the seller, and the consignee or his or her assignee, by whom such commodities are so unlawfully unloaded shall be liable to the seller thereof for liquidated damages in an amount equal to ten percent of the sale price of such commodities computed on the basis of the shipper's weight and grade.
[ 2011 c 336 s 648; 1963 c 124 s 49. Formerly RCW 22.09.490.]

catchline: Inspection or grading of commodities—Unloading commodity without inspection or weighing.


title: RCW 22.09.830

text:
(1) All moneys collected as fees for weighing, grading, and inspecting commodities and all other fees collected under the provisions of this chapter, except as provided in subsections (2) and (3) of this section, shall be deposited in the grain inspection revolving fund, which is hereby established. The state treasurer is the custodian of the revolving fund. Disbursements from the revolving fund shall be on authorization of the director of the department of agriculture. The revolving fund is subject to the allotment procedure provided in chapter 43.88 RCW, but no appropriation is required for disbursements from the fund. The fund shall be used for all expenses directly incurred by the grain inspection program in carrying out the provisions of this chapter.
(2) All fees collected for the inspection, grading, and testing of hops shall be deposited into the hop inspection fund, which is hereby established, and shall be retained by the department for the purpose of inspecting, grading, and testing hops. Any moneys in any fund retained by the department on July 1, 1963, and derived from hop inspection and grading shall be deposited to this hop inspection fund. For the purposes of research which would contribute to the development of superior hop varieties and to improve hop production and harvest practices, the department may expend up to twenty percent of the moneys deposited in the hop inspection fund during the fiscal year ending June 30th immediately preceding the year in which such expenditures are to be made. No expenditures shall be made under the provisions of this subsection when the hop inspection fund is, or the director may reasonably anticipate that it will be, reduced below twenty thousand dollars as the result of such expenditure or other necessary expenditures made to carry out the inspection, grading, and testing of hops.
(3) All moneys collected by the grain warehouse audit program, including grain warehouse license fees pursuant to RCW 22.09.050 and 22.09.055, shall be deposited by the director into the grain warehouse audit account, hereby created within the agricultural local fund established in RCW 43.23.230. Moneys collected shall be used to support the grain warehouse audit program.
[ 2012 c 25 s 4. Prior: 1994 sp.s. c 6 s 901; 1994 c 46 s 6; 1989 c 354 s 52; 1981 c 297 s 25; 1963 c 124 s 50. Formerly RCW 22.09.500.]
Notes:
Severability—Effective date—1994 sp.s. c 6: See notes following RCW 28A.310.020.
Effective date—1994 c 46: See note following RCW 15.58.070.
Severability—1989 c 354: See note following RCW 15.36.012.
Severability—1981 c 297: See note following RCW 15.36.201.

catchline: Grain inspection revolving fund—Hop inspection fund—Grain warehouse audit account.


title: RCW 22.09.840

text:
It shall be unlawful to ship commodities in closed conveyances which have been fumigated without labeling such railroad car, vehicle, or other conveyance to show that it has been fumigated. The label shall show the type of fumigant used and the date of application.
[ 1963 c 124 s 53. Formerly RCW 22.09.530.]

catchline: Fumigated conveyances to be labeled.


title: RCW 22.09.850

text:
Any railroad delivering commodities covered by this chapter in cars at designated inspection points shall provide convenient and suitable side tracks at such places as the department may approve. All cars billed for inspection shall be placed on such side tracks and the department shall be notified by the railroad in accordance with department regulations. Such railroad company shall provide suitable track scales for weighing cars of commodities upon the request of interested persons. Upon request, the department may weigh, or supervise the weighing of all cars of commodities received over the line of such railroad. Such weighing shall be conditioned upon the weighing of such cars after unloading to determine the actual weight of commodities delivered.
[ 1963 c 124 s 28. Formerly RCW 22.09.280.]

catchline: Railroads to provide side tracks and track scales—Weighing of cars.


title: RCW 22.09.860

text:
All railroad companies and warehouse operators operating in the cities provided for inspection by this chapter shall furnish ample and sufficient police protection to all their several terminal yards and terminal tracks to securely protect all cars containing commodities while the same are in their possession. They shall prohibit and restrain all unauthorized persons, whether under the guise of sweepers, or under any other pretext whatever, from entering or loitering in or about their railroad yards or tracks and from entering any car of commodities under their control, or removing commodities therefrom, and shall employ and detail such number of security guards as may be necessary for the purpose of carrying out the provisions of this section.
[ 2013 c 23 s 39; 2011 c 336 s 649; 1963 c 124 s 27. Formerly RCW 22.09.270.]

catchline: Police protection of terminal yards and tracks.


title: RCW 22.09.870

text:
The director may bring an action in the name of the state to temporarily and/or permanently enjoin the violation of any provision of this chapter or any rule adopted pursuant to this chapter in the superior court in the county in which such violation occurs notwithstanding the existence of any other remedy at law.
[ 1963 c 124 s 54. Formerly RCW 22.09.540.]

catchline: Injunctions.


title: RCW 22.09.880

text:
The director may cooperate with and enter into agreements with governmental agencies of this state, other states, agencies of the federal government, and private associations in order to carry out the purpose and provisions of this chapter and the United States Warehouse Act (7 USCA § 241 et seq.) and the United States Grain Standards Act, as amended (7 USCA § 71, et seq.). Notwithstanding any other provision of this chapter such agreements may also relate to a joint program for licensing, bonding, and inspecting stations. Such a program should be designed to avoid duplication of effort on the part of the licensing authority and requirements for operation, and promote more efficient enforcement of the provisions of this chapter and comparable provisions of the law of the states of Idaho or Oregon.
[ 1983 c 305 s 55; 1979 ex.s. c 238 s 22; 1963 c 124 s 55. Formerly RCW 22.09.550.]
Notes:
Severability—1983 c 305: See note following RCW 20.01.010.

catchline: Cooperation with governmental agencies and private associations.


title: RCW 22.09.890

text:
A violation of any provision or section of this chapter, where no other penalty is provided for, and the violation of any rule or regulation adopted hereunder shall constitute a misdemeanor.
[ 1963 c 124 s 58. Formerly RCW 22.09.560.]

catchline: General penalty.


title: RCW 22.09.895

text:
Every person who fails to comply with this chapter, or any rule adopted under it, may be subjected to a civil penalty, as determined by the director, in an amount of not more than one thousand dollars for every such violation. Each and every violation shall be a separate and distinct offense. Every person who, through an act of commission or omission, procures, aids, or abets in the violation shall be considered to have violated this chapter and may be subject to the penalty provided for in this section.
[ 1987 c 393 s 24.]

catchline: Civil penalty.


title: RCW 22.09.900

text:
The repeal of chapter 22.08 RCW and the enactment of this chapter shall not be deemed to have repealed any rules adopted under the provisions of chapter 22.08 RCW and in effect immediately prior to such repeal and not inconsistent with the provisions of this chapter. For the purpose of this chapter it shall be deemed that such rules have been adopted under the provisions of this chapter pursuant to the provisions of chapter 34.05 RCW concerning the adoption of rules.
[ 1963 c 124 s 56.]

catchline: Continuation of rules adopted pursuant to repealed chapter.


title: RCW 22.09.910

text:
The enactment of this chapter shall not have the effect of terminating, or in any way modifying any liability, civil or criminal, which shall already be in existence on July 1, 1963.
[ 1963 c 124 s 57.]

catchline: Savings—1963 c 124.


title: RCW 22.09.920

text:
Nothing in this chapter, with the exception of RCW 22.09.290(1)(b), shall be deemed to repeal, amend, or modify Article 7 of Title 62A RCW.
[ 1979 ex.s. c 238 s 23; 1963 c 124 s 59.]

catchline: Construction as to Article 7 of Title 62A RCW.


title: RCW 22.09.930

text:
The effective date of this chapter shall be July 1, 1963.
[ 1963 c 124 s 60.]

catchline: Effective date—1963 c 124.


title: RCW 22.16.010

text:
The right of eminent domain is hereby extended to corporations incorporated or that may hereafter be incorporated under the laws of this state, or of any other state or territory and qualified to transact business in this state for the purpose of acquiring, owning or operating public warehouses or elevators for storing and handling grain, produce and other agricultural commodities which may desire to secure warehouse or elevator sites or rights-of-way for roadways leading to and from the same or for wharves or boat landings on navigable waters and all other purposes incident to and connected with the business conducted by such warehouse or elevator.
[ 1919 c 98 s 1; RRS s 11566.]

catchline: Right of eminent domain extended.


title: RCW 22.16.020

text:
Every corporation incorporated or that may hereafter be incorporated under the laws of this state or of any other state or territory, and qualified to transact business in this state for the purpose of acquiring, owning or operating public warehouses or elevators for storing and handling grain, produce and other agricultural commodities which may desire to erect and operate any such public warehouse or elevator, or to erect and operate tramways or cable tramways for the purpose of carrying, conveying or transporting such grain, produce or commodities to or from such warehouse or elevator or to acquire rights-of-way for roadways to and from such warehouse or elevator or to acquire boat landing or wharving facilities in connection with such warehouse or elevator shall have the right to enter upon any lands proposed to be used for any such purpose for the purpose of examining, locating and surveying the lines and boundaries thereof, doing no unnecessary damage thereby.
[ 1919 c 98 s 2; RRS s 11567.]

catchline: Right of entry.


title: RCW 22.16.030

text:
Every such corporation shall have the right to appropriate real estate and other property for any or all of the said purposes and under the same procedure as now is or may be hereafter provided by law, in the case of other corporations authorized by the laws of this state to exercise the right of eminent domain.
[ 1919 c 98 s 3; RRS s 11568.]

catchline: Extent of appropriation.


title: RCW 22.16.040

text:
The right hereby granted shall not be exercised within the limits of any regularly organized port district, nor against the right-of-way of any railroad company within the yard limits thereof, nor unless and until the director of the department of agriculture after a full hearing shall have determined that existing facilities are inadequate and that a public necessity exists for the construction of additional facilities and shall specify what additional facilities are necessary and shall have further determined that the facilities contemplated to be established will be a public benefit. Such hearing shall be initiated and conducted in accordance with the statutes, rules and regulations relating to public hearings before the director.
[ 1919 c 98 s 4; RRS s 11569.]

catchline: Limitations on right—Finding of public necessity.


title: RCW 22.28.010

text:
The term safe deposit company as used in RCW 22.28.010 through 22.28.060 shall be construed to extend to and include all banks, trust companies and other corporations organized under the laws of the state of Washington or of the United States of America, and doing business in the state of Washington; which are empowered by law to let vaults, safes or other receptacles upon the premises occupied by such bank, trust company or corporation.
[ 1923 c 186 s 1; RRS s 3382.]

catchline: Definitions.


title: RCW 22.28.020

text:
Whenever any safe deposit company shall take or receive as bailee for hire and for safekeeping or storage any jewelry, plate, money, specie, bullion, stocks, bonds, mortgages, securities, or valuable paper of any kind, or other valuable personal property, and shall have issued a receipt therefor, it shall be deemed to be a warehouse operator as to such property and the provisions of Article 7 of the Uniform Commercial Code, Title 62A RCW, shall apply to such deposit, or to the proceeds thereof, to the same extent and with the same effect, and be enforceable in the same manner as is now provided with reference to warehouse operators in said act.
[ 2011 c 336 s 650; 1983 c 3 s 26; 1923 c 186 s 2; RRS s 3383.]

catchline: Safe deposit company a warehouse operator.


title: RCW 22.28.030

text:
Whenever any safe deposit company shall let or lease any vault, safe, box or other receptacle for the keeping or storage of personal property such safe deposit company shall be bound to exercise due care to prevent the opening of such vault, safe, box or receptacle by any person other than the lessee thereof, or his or her duly authorized agent, and the parties may provide in writing the terms, conditions, and liabilities in the lease. Authorized agent as used in this section includes, but is not limited to, a duly appointed personal representative, an attorney-in-fact, a special representative, or a trustee acting under a revocable living trust.
[ 2005 c 97 s 15; 1923 c 186 s 3; RRS s 3384.]

catchline: Exercise of due care required.


title: RCW 22.28.040

text:
If the amount due for the rental of any safe or box in the vaults of any safe deposit company shall not have been paid for one year, it may, at the expiration thereof, send to the person in whose name such safe or box stands on its books a notice in writing in securely closed, postpaid and certified mail, return receipt requested, directed to such person at his or her post office address, as recorded upon the books of the safe deposit company, notifying such person that if the amount due for the rental of such safe or box is not paid within thirty days from date, the safe deposit company will then cause such safe or box to be opened, and the contents thereof to be inventoried, sealed, and placed in one of its general safes or boxes.
Upon the expiration of thirty days from the date of mailing such notice, and the failure of the person in whose name the safe or box stands on the books of the company to pay the amount due for the rental thereof to the date of notice, the corporation may, in the presence of two officers of the corporation, cause such safe or box to be opened, and the contents thereof, if any, to be removed, inventoried and sealed in a package, upon which the officers shall distinctly mark the name of the person in whose name the safe or box stood on the books of the company, and the date of removal of the property, and when such package has been so marked for identification by the officers, it shall be placed in one of the general safes or boxes of the company at a rental not to exceed the original rental of the safe or box which was opened, and shall remain in such general safe or box for a period of not less than one year, unless sooner removed by the owner thereof, and two officers of the corporation shall thereupon file with the company a certificate which shall fully set out the date of the opening of such safe or box, the name of the person in whose name it stood and a reasonable description of the contents, if any.
A copy of such certificate shall within ten days thereafter be mailed to the person in whose name the safe or box so opened stood on the books of the company, at his or her last known post office address, in securely closed, postpaid and certified mail, return receipt requested, together with a notice that the contents will be kept, at the expense of such person, in a general safe or box in the vaults of the company, for a period of not less than one year. At any time after the mailing of such certificate and notice, and before the expiration of one year, such person may require the delivery of the contents of the safe as shown by said certificate, upon the payment of all rentals due at the time of opening of the safe or box, the cost of opening the box, and the payment of all further charges accrued during the period the contents remained in the general safe or box of the company.
The company may sell all the property or articles of value set out in said certificate, at public auction, provided a notice of the time and place of sale has been published once within ten days prior to the sale in a newspaper published in the county where the contents of the safe or box is located and where the holder chooses to conduct the sale. If the holder chooses not to sell the contents at public sale, the contents shall be delivered to the department of revenue as unclaimed property.
From the proceeds of the sale, the company shall deduct amounts which shall then be due for rental up to the time of opening the safe, the cost of opening thereof, and the further cost of safekeeping all of its contents for the period since the safe or box was opened, plus any additional charges accruing to the time of sale, including advertising and cost of sale. The balance, if any, of such proceeds, together with any unsold property, shall be deposited by the company within thirty days after the receipt of the same, with the department of revenue as unclaimed property. The company shall file with such deposit a certificate stating the name and last known place of residence of the owner of the property sold, the articles sold, the price obtained therefor, and showing that the notices herein required were duly mailed and that the sale was advertised as required herein.
[ 2011 c 336 s 651; 1983 c 289 s 1; 1923 c 186 s 4; RRS s 3385. Formerly RCW 22.08.050, 22.28.040.]

catchline: Procedure when rent is unpaid.


title: RCW 22.28.060

text:
Whenever the contents of any such safe or box, so opened, shall consist either wholly or in part, of documents or letters or other papers of a private nature, such documents, letters, or papers shall not be sold, but shall be deposited with the department of revenue as unclaimed property unless sooner claimed by the owner. The department may hold or destroy documents or letters or other papers, and the holder shall not be held liable to any person or persons whatsoever for the destruction of papers or other contents which the department declines to accept.
The provision of this section shall not preclude any other remedy by action or otherwise now existing for the enforcement of the claims of a corporation against the person in whose name such safe or box stood, nor bar the right of a safe deposit company to recover so much of the debt due it as shall not be paid by the proceeds of the sale of the property deposited with it. The sale or disposition of property in accordance with this chapter shall discharge the holder of all liability to the owner for such sale or disposition, irrespective of whether a better price could have been obtained by a sale at a different time or in a different method from that selected by the holder.
[ 1983 c 289 s 2; 1923 c 186 s 5; RRS s 3386. Formerly RCW 22.28.060, 22.28.070.]

catchline: Destruction of paper contents—Other remedies available.


title: RCW 22.32.010

text:
Every person or corporation, and every officer, agent and employee thereof, receiving any goods, wares or merchandise, for sale or on commission, for storage, carriage or forwarding, who, having an opportunity to inspect the same, shall fail or refuse to deliver to the owner thereof a receipt duly signed, bearing the date of issuance, describing the goods, wares or merchandise received and the quantity, quality and condition thereof, and specifying the terms and conditions upon which they are received, shall be guilty of a misdemeanor.
[ 1909 c 249 s 391; RRS s 2643.]

catchline: Warehouse operator or carrier refusing to issue receipt.


title: RCW 22.32.020

text:
Every person or corporation engaged wholly or in part in the business of a common carrier or warehouse operator, and every officer, agent or employee thereof, who shall issue any bill of lading, receipt or other voucher by which it shall appear that any goods, wares or merchandise have been received by such carrier or warehouse operator, unless the same have been so received and shall be at the time actually under his or her control, or who shall issue any bill of lading, receipt or voucher containing any false statement concerning any material matter, shall be guilty of a gross misdemeanor. But no person shall be convicted under this section for the reason that the contents of any barrel, box, case, cask or other closed vessel or package mentioned in the bill of lading, receipt or voucher did not correspond with the description thereof in such instrument, if such description corresponds substantially with the mark on the outside of such barrel, box, case, cask, vessel or package, unless it appears that the defendant knew that such marks were untrue.
[ 2011 c 336 s 652; 1909 c 249 s 392; RRS s 2644. Prior: 1891 c 69 s 7; Code 1881 s 836; 1873 p 193 s 62; 1854 p 85 s 56.]

catchline: Fictitious bill of lading and receipt.


title: RCW 22.32.030

text:
Every person mentioned in RCW 22.32.020, who shall fraudulently mix or tamper with any goods, wares or merchandise under his or her control, shall be guilty of a gross misdemeanor.
[ 2011 c 336 s 653; 1909 c 249 s 393; RRS s 2645.]

catchline: Fraudulent tampering with or mixing goods.


title: RCW 22.32.040

text:
Every person mentioned in RCW 22.32.020, who shall issue any second or duplicate receipt or voucher of the kind specified in said section, while a former receipt or voucher for the goods, wares or merchandise specified in such second receipt is outstanding and uncanceled, without writing across the face of the same the word "Duplicate," in a plain and legible manner, shall be guilty of a misdemeanor.
[ 1909 c 249 s 394; RRS s 2646.]
Notes:
Reviser's note: Caption for 1909 c 249 s 394 reads as follows: "SEC. 394. DUPLICATE RECEIPT."

catchline: Issuance of second receipt not marked "duplicate."


title: RCW 22.32.050

text:
Each person mentioned in RCW 22.32.020 who shall deliver to another any goods, wares or merchandise for which a bill of lading, receipt or voucher has been issued, unless such bill of lading, receipt or voucher is surrendered and canceled or a lawful and sufficient bond or undertaking is given therefor at the time of such delivery, or unless, in case of a partial delivery, a memorandum thereof is endorsed upon such bill of lading, receipt or voucher, shall be guilty of a misdemeanor.
[ 1909 c 249 s 395; RRS s 2647.]
Notes:
Reviser's note: Caption for 1909 c 249 s 395 reads as follows: "SEC. 395. BILL OF LADING OR RECEIPT MUST BE CANCELED ON REDELIVERY OF PROPERTY."

catchline: Delivery of goods without taking up receipt.


title: RCW 23.100.0101

text:
This chapter may be cited as the Washington limited cooperative association act.
[ 2019 c 37 s 101.]

catchline: Short title.


title: RCW 23.100.0102

text:
(1) In this chapter, except for RCW 23.100.1301 through 23.100.1320:
(a) "Articles of organization" means the articles of organization of a limited cooperative association required by RCW 23.100.0201. The term includes the articles as amended or restated.
(b) "Board of directors" means the board of directors of a limited cooperative association.
(c) "Bylaws" means the bylaws of a limited cooperative association. The term includes the bylaws as amended or restated.
(d) "Consumer cooperative" means a cooperative engaged in the retail sale, to its members and other consumers, of goods or services of a type that are generally for personal, living, or family use.
(e) "Contribution," except as used in RCW 23.100.0807(3), means a benefit that a person provides to a limited cooperative association to become or remain a member or in the person's capacity as a member.
(f) "Cooperative" means a limited cooperative association or an entity organized under any cooperative law of any jurisdiction.
(g) "Director" means a director of a limited cooperative association.
(h) "Distribution," except as used in RCW 23.100.0806(1), means a transfer of money or other property from a limited cooperative association to a member because of the member's financial rights or to a transferee of a member's financial rights.
(i) "Financial rights" means the right to participate in allocations and distributions as provided in RCW 23.100.0801 through 23.100.0809 and 23.100.1001 through 23.100.1013 but does not include rights or obligations under a marketing contract.
(j) "Governance rights" means the right to participate in governance of a limited cooperative association.
(k) "Investor member" means a member that has made a contribution to a limited cooperative association and:
(i) Is not required by the organic rules to conduct patronage with the association in the member's capacity as an investor member in order to receive the member's interest; or
(ii) Is not permitted by the organic rules to conduct patronage with the association in the member's capacity as an investor member in order to receive the member's interest.
(l) "Limited cooperative association" means an association formed under this chapter or that becomes subject to this chapter under RCW 23.100.1301 through 23.100.1320.
(m) "Member" means a person that is admitted as a patron member or investor member, or both, in a limited cooperative association. The term does not include a person that has dissociated as a member.
(n) "Member's interest" means the interest of a patron member or investor member under RCW 23.100.0501.
(o) "Members meeting" means an annual members meeting or special meeting of members.
(p) "Organic rules" means the articles of organization and bylaws of a limited cooperative association.
(q) "Organizer" means an individual who executes the initial articles of organization.
(r) "Patron member" means a member that has made a contribution to a limited cooperative association and:
(i) Is required by the organic rules to conduct patronage with the association in the member's capacity as a patron member in order to receive the member's interest; or
(ii) Is permitted by the organic rules to conduct patronage with the association in the member's capacity as a patron member in order to receive the member's interest.
(s) "Patronage" means business transactions between a limited cooperative association and a person which entitles the person to receive financial rights based on the value or quantity of business done between the association and the person.
(t) "Required information" means the information a limited cooperative association is required to maintain under RCW 23.100.0110.
(u) "Voting group" means any combination of one or more voting members in one or more districts or classes that under the organic rules or chapter 23.95 RCW or this chapter are entitled to vote and can be counted together collectively on a matter at a members meeting.
(v) "Voting member" means a member that, under the organic law or organic rules, has a right to vote on matters subject to vote by members under the organic law or organic rules.
(w) "Voting power" means the total current power of members to vote on a particular matter for which a vote may or is to be taken.
(2) The following definitions from RCW 23.95.105 apply to this chapter: "Entity," "execute," "executes," and "executed," "foreign," "jurisdiction," "jurisdiction of formation," "organic law," "organic rules," "person," "principal office," "property," "receipt," "record," "registered agent," "state," and "transfer."
[ 2019 c 37 s 102.]


title: RCW 23.100.0103

text:
(1) A limited cooperative association organized under this chapter is an autonomous, unincorporated association of persons united to meet their mutual interests through a jointly owned enterprise primarily controlled by those persons, which permits combining:
(a) Ownership, financing, and receipt of benefits by the members for whose interests the association is formed; and
(b) Separate investments in the association by members who may receive returns on their investments and a share of control.
(2) The fact that a limited cooperative association does not have one or more of the characteristics described in subsection (1) of this section does not alone prevent the association from being formed under and governed by this chapter nor does it alone provide a basis for an action against the association.
[ 2019 c 37 s 103.]

catchline: Nature of limited cooperative association.


title: RCW 23.100.0104

text:
(1) A limited cooperative association is an entity distinct from its members.
(2) A limited cooperative association may be organized for any lawful purpose, regardless of whether for profit, except that a limited cooperative association may not be organized for the purpose of generating, purchasing, selling, marketing, transmitting, or distributing electric energy.
(3) Unless the articles of organization state a term for a limited cooperative association's existence, the association has perpetual duration.
[ 2019 c 37 s 104.]

catchline: Purpose and duration of limited cooperative association.


title: RCW 23.100.0105

text:
Unless its articles of organization provide otherwise, a limited cooperative association has the capacity to sue and be sued in its own name and has the power to do all things necessary or convenient to carry on its activities and affairs. An association may maintain an action against a member for harm caused to the association by the member's violation of a duty to the association or of the organic law or organic rules.
[ 2019 c 37 s 105.]

catchline: Powers.


title: RCW 23.100.0106

text:
The law of this state governs:
(1) The internal affairs of a limited cooperative association; and
(2) The liability of a member as a member and a director as a director for the debts, obligations, or other liabilities of a limited cooperative association.
[ 2019 c 37 s 106.]

catchline: Governing law.


title: RCW 23.100.0107

text:
(1) This chapter does not alter or amend any law that governs the licensing and regulation of an individual or entity in carrying on a specific business or profession even if that law permits the business or profession to be conducted by a limited cooperative association, a foreign cooperative, or members of either.
(2) A limited cooperative association may not conduct an activity that, under law of this state other than this chapter, may be conducted only by an entity that meets specific requirements for the internal affairs of that entity unless the organic rules of the association conform to those requirements.
[ 2019 c 37 s 107.]

catchline: Requirements of other laws.


title: RCW 23.100.0108

text:
To the extent a limited cooperative association or activities conducted by the association in this state meet the material requirements for other cooperatives entitled to an exemption from or immunity under any provision of RCW 19.86.030 through 19.86.050, the association and its activities are entitled to the exemption or immunity. This section does not create any new exemption or immunity for an association or affect any exemption or immunity provided to a cooperative organized under any law other than this chapter.
[ 2019 c 37 s 108.]

catchline: Relation to restraint of trade and antitrust laws.


title: RCW 23.100.0109

text:
(1) The relations between a limited cooperative association and its members are consensual. Unless required, limited, or prohibited by this chapter, the organic rules may provide for any matter concerning the relations among the members of the association and between the members and the association, the activities of the association, and the conduct of its activities.
(2) The matters referred to in (a) through (k) of this subsection may be varied only in the articles of organization. The articles may:
(a) State a term of existence for the association under RCW 23.100.0104(3);
(b) Limit or eliminate the acceptance of new or additional members by the initial board of directors under RCW 23.100.0202(2);
(c) Vary the limitations on the obligations and liability of members for association obligations under RCW 23.100.0404;
(d) Require a notice of an annual members meeting to state a purpose of the meeting under RCW 23.100.0408(2);
(e) Vary the board of directors meeting quorum under RCW 23.100.0615(1);
(f) Vary the matters the board of directors may consider in making a decision under RCW 23.100.0620;
(g) Specify causes of dissolution under RCW 23.100.1002(1);
(h) Delegate amendment of the bylaws to the board of directors pursuant to RCW 23.100.0305(6);
(i) Provide for member approval of asset dispositions under RCW 23.100.1201;
(j) Subject to RCW 23.100.0620, provide for the elimination or limitation of liability of a director to the association or its members for money damages pursuant to RCW 23.100.0618;
(k) Provide for permitting or making obligatory indemnification under RCW 23.100.0701(1); and
(l) Provide for any matters that may be contained in the organic rules, including those under subsection (3) of this section.
(3) The matters referred to in (a) through (y) of this subsection may be varied only in the organic rules. The organic rules may:
(a) Require more information to be maintained under RCW 23.100.0110 or provided to members under RCW 23.100.0405(10);
(b) Provide restrictions on transactions between a member and an association under RCW 23.100.0111;
(c) Provide for the percentage and manner of voting on amendments to the organic rules by district, class, or voting group under RCW 23.100.0304(1);
(d) Provide for the percentage vote required to amend the bylaws concerning the admission of new members under RCW 23.100.0305(5)(e);
(e) Provide for terms and conditions to become a member under RCW 23.100.0402;
(f) Restrict the manner of conducting members meetings under RCW 23.100.0406(3) and 23.100.0407(5);
(g) Designate the presiding officer of members meetings under RCW 23.100.0406(5) and 23.100.0407(7);
(h) Require a statement of purposes in the annual meeting notice under RCW 23.100.0408(2);
(i) Increase quorum requirements for members meetings under RCW 23.100.0410 and board of directors meetings under RCW 23.100.0615;
(j) Allocate voting power among members, including patron members and investor members, and provide for the manner of member voting and action as permitted by RCW 23.100.0411 through 23.100.0417;
(k) Authorize investor members and expand or restrict the transferability of members' interests to the extent provided in RCW 23.100.0502 and 23.100.0503;
(l) Provide for enforcement of a marketing contract;
(m) Provide for qualification, election, terms, removal, filling vacancies, and member approval for compensation of directors in accordance with RCW 23.100.0603 through 23.100.0605, 23.100.0607, 23.100.0609, and 23.100.0610;
(n) Restrict the manner of conducting board meetings and taking action without a meeting under RCW 23.100.0611 and 23.100.0612;
(o) Provide for frequency, location, notice, and waivers of notice for board meetings under RCW 23.100.0613 and 23.100.0614;
(p) Increase the percentage of votes necessary for board action under RCW 23.100.0616(2);
(q) Provide for the creation of committees of the board of directors and matters related to the committees in accordance with RCW 23.100.0617;
(r) Provide for officers and their appointment, designation, and authority under RCW 23.100.0622;
(s) Provide for forms and values of contributions under RCW 23.100.0802;
(t) Provide for remedies for failure to make a contribution;
(u) Provide for the allocation of profits and losses of the association, distributions, and the redemption or repurchase of distributed property other than money in accordance with RCW 23.100.0803 through 23.100.0806;
(v) Specify when a member's dissociation is wrongful and the liability incurred by the dissociating member for damage to the association under RCW 23.100.0901 (2) and (3);
(w) Provide the personal representative or other legal representative of a deceased member or a member adjudged incompetent with additional rights under RCW 23.100.0903;
(x) Increase the percentage of votes required for board of director approval of:
(i) A resolution to dissolve under RCW 23.100.1005(1)(a);
(ii) A proposed amendment to the organic rules under RCW 23.100.0302(1)(a);
(iii) A proposed disposition of assets under RCW 23.100.1203(1); and
(iv) A plan of merger or plan of conversion under RCW 23.100.1301 through 23.100.1320; and
(y) Vary the percentage of votes required for members approval of:
(i) A resolution to dissolve under RCW 23.100.1005;
(ii) An amendment to the organic rules under RCW 23.100.0305;
(iii) A disposition of assets under RCW 23.100.1204; and
(iv) A plan of merger or plan of conversion under RCW 23.100.1301 through 23.100.1320.
(4) The organic rules must address members' contributions pursuant to RCW 23.100.0801.
[ 2019 c 37 s 109.]

catchline: Effect of organic rules.


title: RCW 23.100.0110

text:
(1) Subject to subsection (2) of this section, a limited cooperative association shall maintain in a record available at its principal office:
(a) A list containing the name, last known street address and, if different, mailing address, and term of office of each director and officer;
(b) The initial articles of organization and all amendments to and restatements of the articles, together with an executed copy of any power of attorney under which any article, amendment, or restatement has been executed;
(c) The initial bylaws and all amendments to and restatements of the bylaws;
(d) All filed articles of merger and conversion;
(e) All financial statements of the association for the three most recent years;
(f) The most recent annual report delivered by the association to the secretary of state;
(g) The minutes of members meetings for the period of the association's existence;
(h) Evidence of all actions taken by members without a meeting for the period of the association's existence;
(i) A list containing:
(i) The name, in alphabetical order, and last known street address and, if different, mailing address of each patron member and each investor member; and
(ii) If the association has districts or classes of members, information from which each current member in a district or class may be identified;
(j) The federal income tax returns, any state and local income tax returns, and any tax reports of the association for the three most recent years;
(k) Accounting records maintained by the association in the ordinary course of its operations for the three most recent years;
(l) The minutes of directors meetings for the period of the association's existence;
(m) Evidence of all actions taken by directors without a meeting for the period of the association's existence;
(n) The amount of money contributed and agreed to be contributed by each member;
(o) A description and statement of the agreed value of contributions or benefits other than money made or provided and agreed to be made or provided by each member;
(p) The times at which, or events on the happening of which, any additional contribution is to be made by each member;
(q) For each member, a description and statement of the member's interest or information from which the description and statement can be derived; and
(r) All communications concerning the association made in a record to all members, or to all members in a district or class, for the three most recent years.
(2) If a limited cooperative association has existed for less than the period for which records must be maintained under subsection (1) of this section, the period records must be kept is the period of the association's existence.
(3) The organic rules may require that more information be maintained.
[ 2019 c 37 s 110.]

catchline: Required information.


title: RCW 23.100.0111

text:
Subject to RCW 23.100.0618 and 23.100.0619 and except as otherwise provided in the organic rules or a specific contract relating to a transaction, a member may lend money to and transact other business with a limited cooperative association in the same manner as a person that is not a member.
[ 2019 c 37 s 111.]

catchline: Business transactions of member with limited cooperative association.


title: RCW 23.100.0112

text:
A person may have a patron member's interest and an investor member's interest. When such person acts as a patron member, the person is subject to this chapter and the organic rules governing patron members. When such person acts as an investor member, the person is subject to this chapter and the organic rules governing investor members.
[ 2019 c 37 s 112.]

catchline: Dual capacity.


title: RCW 23.100.0113

text:
Use of the term "cooperative" or its abbreviation under this chapter is not a violation of the provisions restricting the use of the term under RCW 23.86.030.
[ 2019 c 37 s 113.]

catchline: Use of the term "cooperative" in name.


title: RCW 23.100.0114

text:
The following subjects are covered in whole or in part outside this chapter:
(1) Delivery of record: RCW 23.95.110;
(2) Filing with secretary of state: RCW 23.95.200 through 23.95.265;
(3) Name of entity: RCW 23.95.300 through 23.95.315;
(4) Registered agent of entity: RCW 23.95.400 through 23.95.460;
(5) Foreign entities: RCW 23.95.500 through 23.95.555;
(6) Administrative dissolution: RCW 23.95.600 through 23.95.625;
(7) Miscellaneous provisions, including supplemental principles of law and reservation of power to amend or repeal: RCW 23.95.700 through 23.95.715.
[ 2019 c 37 s 114.]

catchline: Subjects covered outside chapter.


title: RCW 23.100.0201

text:
(1) One or more persons may act as organizers to form a limited cooperative association by delivering to the secretary of state for filing articles of organization.
(2) The articles of organization must state:
(a) The name of the limited cooperative association, which must comply with RCW 23.95.300 and 23.95.305(5);
(b) The purposes for which the association is formed;
(c) The street and mailing addresses in this state of the initial registered agent;
(d) The street and mailing addresses of the initial principal office;
(e) The name and street and mailing addresses of each organizer; and
(f) The term for which the association is to exist if other than perpetual.
(3) Subject to RCW 23.100.0109, articles of organization may contain any other provisions in addition to those required by subsection (1) of this section.
(4) A limited cooperative association is formed after articles of organization that substantially comply with subsection (1) of this section are delivered to the secretary of state, are filed, and become effective under RCW 23.95.210.
[ 2019 c 37 s 201.]

catchline: Formation of limited cooperative association—Articles of organization.


title: RCW 23.100.0202

text:
(1) After a limited cooperative association is formed:
(a) If initial directors are named in the articles of organization, the initial directors shall hold an organizational meeting to adopt initial bylaws and carry on any other business necessary or proper to complete the organization of the association; or
(b) If initial directors are not named in the articles of organization, the organizers shall designate the initial directors and call a meeting of the initial directors to adopt initial bylaws and carry on any other business necessary or proper to complete the organization of the association.
(2) Unless the articles of organization otherwise provide, the initial directors may cause the limited cooperative association to accept members, including those necessary for the association to begin business.
(3) Initial directors need not be members.
(4) An initial director serves until a successor is elected and qualified at a members meeting or the director is removed, resigns, is adjudged incompetent, or dies.
[ 2019 c 37 s 202.]

catchline: Organization of limited cooperative association.


title: RCW 23.100.0203

text:
(1) Bylaws must be in a record and, if not stated in the articles of organization, must include:
(a) A statement of the capital structure of the limited cooperative association, including:
(i) The classes or other types of members' interests and relative rights, preferences, and restrictions granted to or imposed upon each class or other type of member's interest; and
(ii) The rights to share in profits or distributions of the association;
(b) A statement of the method for admission of members;
(c) A statement designating voting and other governance rights, including which members have voting power and any restriction on voting power;
(d) A statement that a member's interest is transferable if it is to be transferable and a statement of the conditions upon which it may be transferred;
(e) A statement concerning the manner in which profits and losses are allocated and distributions are made among patron members and, if investor members are authorized, the manner in which profits and losses are allocated and how distributions are made among investor members and between patron members and investor members;
(f) A statement concerning:
(i) Whether persons that are not members but conduct business with the association may be permitted to share in allocations of profits and losses and receive distributions; and
(ii) The manner in which profits and losses are allocated and distributions are made with respect to those persons; and
(g) A statement of the number and terms of directors or the method by which the number and terms are determined.
(2) Subject to RCW 23.100.0109(3) and the articles of organization, bylaws may contain any other provision for managing and regulating the affairs of the association.
(3) In addition to amendments permitted under RCW 23.100.0301 through 23.100.0307, the initial board of directors may amend the bylaws by a majority vote of the directors at any time before the admission of members.
[ 2019 c 37 s 203.]

catchline: Bylaws.


title: RCW 23.100.0204

text:
A record delivered to the secretary of state for filing pursuant to chapter 23.95 RCW and this chapter must be executed as follows:
(1) A limited cooperative association's initial articles of organization must be executed by at least one person acting as an organizer.
(2) A statement of withdrawal under RCW 23.95.215 must be executed as provided in that section.
(3) Except as otherwise provided in subsection (4) of this section, a record executed by an existing association must be executed by an officer.
(4) A record filed on behalf of a dissolved association must be executed by a person winding up activities under RCW 23.100.1006(2) or a person appointed under RCW 23.100.1006(3) to wind up those activities.
(5) Any other record delivered on behalf of a person to the secretary of state for filing must be executed by that person.
[ 2019 c 37 s 204.]

catchline: Executing of records to be delivered for filing to secretary of state.


title: RCW 23.100.0301

text:
(1) A limited cooperative association may amend its organic rules under this chapter for any lawful purpose. In addition, the initial board of directors may amend the bylaws of an association under RCW 23.100.0203.
(2) Unless the organic rules otherwise provide, a member does not have a vested property right resulting from any provision in the organic rules, including a provision relating to the management, control, capital structure, distribution, entitlement, purpose, or duration of the limited cooperative association.
[ 2019 c 37 s 301.]

catchline: Authority to amend organic rules.


title: RCW 23.100.0302

text:
(1) Except as provided in RCW 23.100.0301(1) and 23.100.0305(6), the organic rules of a limited cooperative association may be amended only at a members meeting. An amendment may be proposed by either:
(a) A majority of the board of directors, or a greater percentage if required by the organic rules; or
(b) One or more petitions executed by at least ten percent of the patron members or at least ten percent of the investor members.
(2)(a) The board of directors shall call a members meeting to consider an amendment proposed pursuant to subsection (1) of this section.
(b) Subject to RCW 23.100.0408 and 23.100.0419, not later than thirty days following the proposal of the amendment by the board or receipt of a petition, the board must mail or otherwise transmit or deliver in a record to each member:
(i) The proposed amendment, or a summary of the proposed amendment and a statement of the manner in which a copy of the amendment in a record may be reasonably obtained by a member;
(ii) A recommendation that the members approve the amendment, or if the board determines that because of conflict of interest or other special circumstances it should not make a favorable recommendation, the basis for that determination;
(iii) A statement of any condition of the board's submission of the amendment to the members; and
(iv) Notice of the meeting at which the proposed amendment will be considered, which must be given in the same manner as notice for a special meeting of members.
(c) The meeting must be held at least ten and not more than one hundred twenty days after providing the notice required by (b) of this subsection.
[ 2019 c 37 s 302.]

catchline: Notice and action on amendment of organic rules.


title: RCW 23.100.0303

text:
(1) A substantive change to a proposed amendment of the organic rules may not be made at the members meeting at which a vote on the amendment occurs.
(2) A nonsubstantive change to a proposed amendment of the organic rules may be made at the members meeting at which the vote on the amendment occurs and need not be separately voted upon by the board of directors.
(3) A vote to adopt a nonsubstantive change to a proposed amendment to the organic rules must be by the same percentage of votes required to pass a proposed amendment.
[ 2019 c 37 s 303.]

catchline: Method of voting on amendment of organic rules.


title: RCW 23.100.0304

text:
(1) This section applies if the organic rules provide for voting by district or class, or if there is one or more identifiable voting groups that a proposed amendment to the organic rules would affect differently from other members with respect to matters identified in RCW 23.100.0305(5) (a) through (e). Approval of the amendment requires the same percentage of votes of the members of that district, class, or voting group required in RCW 23.100.0305 and 23.100.0414.
(2) If a proposed amendment to the organic rules would affect members in two or more districts or classes entitled to vote separately under subsection (1) of this section in the same or a substantially similar way, the districts or classes affected must vote as a single voting group unless the organic rules otherwise provide for separate voting.
[ 2019 c 37 s 304.]

catchline: Voting by district, class, or voting group.


title: RCW 23.100.0305

text:
(1) Subject to RCW 23.100.0304 and subsections (3) and (4) of this section, an amendment to the articles of organization must be approved by:
(a) At least two-thirds of the voting power of members present at a members meeting called under RCW 23.100.0302; and
(b) If the limited cooperative association has investor members, at least a majority of the votes cast by patron members, unless the organic rules require a greater percentage vote by patron members.
(2) Subject to RCW 23.100.0304 and subsections (3) through (6) of this section, an amendment to the bylaws must be approved by:
(a) At least a majority vote of the voting power of all members present at a members meeting called under RCW 23.100.0302, unless the organic rules require a greater percentage; and
(b) If a limited cooperative association has investor members, a majority of the votes cast by patron members, unless the organic rules require a larger affirmative vote by patron members.
(3) The organic rules may require that the percentage of votes under subsection (1)(a) or (2)(a) of this section be:
(a) A different percentage that is not less than a majority of members voting at the meeting;
(b) Measured against the voting power of all members; or
(c) A combination of (a) and (b) of this subsection.
(4) Consent in a record by a member must be delivered to a limited cooperative association before delivery of an amendment to the articles of organization or restated articles of organization for filing pursuant to RCW 23.100.0307, if as a result of the amendment the member will have:
(a) Personal liability for an obligation of the association; or
(b) An obligation or liability for an additional contribution.
(5) The vote required to amend bylaws must satisfy the requirements of subsection (1) of this section if the proposed amendment modifies:
(a) The equity capital structure of the limited cooperative association, including the rights of the association's members to share in profits or distributions, or the relative rights, preferences, and restrictions granted to or imposed upon one or more districts, classes, or voting groups of similarly situated members;
(b) The transferability of a member's interest;
(c) The manner or method of allocation of profits or losses among members;
(d) The quorum for a meeting and the rights of voting and governance; or
(e) Unless otherwise provided in the organic rules, the terms for admission of new members.
(6) Except for the matters described in subsection (5) of this section, the articles of organization may delegate amendment of all or a part of the bylaws to the board of directors without requiring member approval.
(7) If the articles of organization delegate amendment of bylaws to the board of directors, the board shall provide a description of any amendment of the bylaws made by the board to the members in a record not later than thirty days after the amendment, but the description may be provided at the next annual members meeting if the meeting is held within the thirty-day period.
[ 2019 c 37 s 305.]

catchline: Approval of amendment.


title: RCW 23.100.0306

text:
A limited cooperative association, by the affirmative vote of a majority of the board of directors taken at a meeting for which the purpose is stated in the notice of the meeting, may adopt restated articles of organization that contain the original articles as previously amended. Restated articles may contain amendments if the restated articles are adopted in the same manner and with the same vote as required for amendments to the articles under RCW 23.100.0305(1). Upon filing, restated articles supersede the existing articles and all amendments.
[ 2019 c 37 s 306.]

catchline: Restated articles of organization.


title: RCW 23.100.0307

text:
(1) To amend its articles of organization, a limited cooperative association must deliver to the secretary of state for filing an amendment of the articles, or restated articles of organization, which contain one or more amendments of the articles of organization, stating:
(a) The name of the association;
(b) The date of filing of the association's initial articles; and
(c) The text of the amendment.
(2) Before the beginning of the initial meeting of the board of directors, an organizer who knows that information in the filed articles of organization was inaccurate when the articles were filed or has become inaccurate due to changed circumstances shall promptly:
(a) Cause the articles to be amended; or
(b) If appropriate, deliver an amendment to the secretary of state for filing pursuant to RCW 23.95.110(2).
(3) To restate its articles of organization, a limited cooperative association must deliver to the secretary of state for filing a restatement designated as such in its heading.
(4) Upon filing, an amendment of the articles of organization or other record containing an amendment of the articles which has been properly adopted by the members is effective as provided in RCW 23.95.210.
[ 2019 c 37 s 307.]

catchline: Amendment or restatement of articles of organization—Filing.


title: RCW 23.100.0401

text:
To begin business, a limited cooperative association must have at least two patron members unless the sole member is a cooperative.
[ 2019 c 37 s 401.]

catchline: Members.


title: RCW 23.100.0402

text:
After formation of a limited cooperative association, a person becomes a member:
(1) As provided in the organic rules;
(2) As the result of a conversion or merger effective under RCW 23.100.1301 through 23.100.1320; or
(3) With the affirmative vote or consent of all the members.
[ 2019 c 37 s 402.]

catchline: Becoming a member.


title: RCW 23.100.0403

text:
(1) A member is not an agent of a limited cooperative association solely by reason of being a member.
(2) A person's status as a member does not prevent or restrict law other than this chapter from imposing liability on a limited cooperative association because of the person's conduct.
[ 2019 c 37 s 403.]

catchline: No agency power of member as member.


title: RCW 23.100.0404

text:
(1) Unless the articles of organization provide otherwise, a debt, obligation, or other liability of a limited cooperative association is solely the debt, obligation, or other liability of the association. A member or director is not personally liable, directly or indirectly, by way of contribution or otherwise, for a debt, obligation, or other liability of the association solely by reason of being or acting as a member or director of the association. This subsection applies regardless of the dissolution of the association.
(2) The failure of a limited cooperative association to observe formalities relating to the exercise of its powers or management of its activities and affairs is not grounds for imposing liability on any member or director for a debt, obligation, or other liability of the association.
[ 2019 c 37 s 404.]

catchline: Liability of members and directors.


title: RCW 23.100.0405

text:
(1) On at least ten business days' demand made in a record received by a limited cooperative association, a member may inspect and copy during regular business hours, at the principal office or a reasonable location specified by the limited cooperative association, required information listed in RCW 23.100.0110(1) (a) through (h). A member need not have any particular purpose for seeking the information. The association is not required to provide the same information listed in RCW 23.100.0110(1) (a) through (h) to the same member more than once during a six-month period.
(2) Subject to subsection (3) of this section, on at least ten business days' demand made in a record received by a limited cooperative association, a member may inspect and copy during regular business hours, at the principal office or a reasonable location specified by the limited cooperative association, required information listed in RCW 23.100.0110(1) (i), (j), (l), (m), (p), and (r), if:
(a) The member seeks the information in good faith and for a proper purpose reasonably related to the member's interest;
(b) The demand includes a description with reasonable particularity of the information sought and the purpose for seeking the information;
(c) The information sought is directly connected to the member's purpose; and
(d) The demand is reasonable.
(3) Not later than ten business days after receipt of a demand pursuant to subsection (2) of this section, a limited cooperative association shall provide, in a record, the following information to the member that made the demand:
(a) If the association agrees to provide the demanded information:
(i) What information the association will provide in response to the demand; and
(ii) A reasonable time and place at which the association will provide the information; or
(b) If the association declines to provide some or all of the demanded information, the association's reasons for declining.
(4) On at least ten business days' demand made in a record received by a limited cooperative association, a dissociated member may have access to information to which the person was entitled while a member if the information pertains to the period during which the person was a member, the person seeks the information in good faith, and the person satisfies the requirements imposed on a member by subsection (2) of this section. The association shall respond to a demand made pursuant to this subsection in the manner provided in subsection (3) of this section.
(5) Not later than ten business days after receipt by a limited cooperative association of a demand made by a member in a record, but not more often than once in a six-month period, the association shall deliver to the member a record stating the information with respect to the member required by RCW 23.100.0110(1)(q).
(6) In addition to any restriction or condition stated in its organic rules, a limited cooperative association, as a matter within the ordinary course of its activities and affairs, may impose reasonable restrictions and conditions on access to and use of information to be furnished under this section, including designating information confidential and imposing nondisclosure and safeguarding obligations on the recipient. In a dispute concerning the reasonableness of a restriction under this subsection, the association has the burden of proving reasonableness.
(7) A limited cooperative association may charge a person that makes a demand under this section reasonable costs of copying, limited to the costs of labor and material.
(8) A member or dissociated member may exercise rights under this section through an agent or, in the case of an individual under legal disability, a legal representative. Any restriction or condition imposed by the organic rules or under subsection (7) of this section applies both to the agent or legal representative and the member or dissociated member.
(9) The rights stated in this section do not extend to a person as transferee.
(10) The organic rules may require a limited cooperative association to provide more information than required by this section and may establish conditions and procedures for providing the information.
[ 2019 c 37 s 405.]

catchline: Right of members and dissociated members to information.


title: RCW 23.100.0406

text:
(1) Members shall meet annually at a time provided in the organic rules or set by the board of directors not inconsistent with the organic rules.
(2) An annual members meeting may be held inside or outside this state at the place stated in the organic rules or selected by the board of directors not inconsistent with the organic rules.
(3)(a) Unless the organic rules otherwise provide:
(i) If the board of directors or another person is authorized in the bylaws to determine the place of annual meetings, the board of directors or such other person may, in the sole discretion of the board of directors or such other person, determine that an annual meeting will not involve a physical assembly of members at a particular geographic location, but instead will be held solely by means of remote communication, in accordance with (b) of this subsection.
(ii) An association may permit any or all members to participate in an annual members meeting by means of, or conduct the meeting solely through the use of, remote communication. Subject to the provisions of (b) of this subsection, participation by remote communication is to be subject to any guidelines and procedures adopted by or pursuant to the authority of the board of directors.
(b) If an association elects to permit participation by means of, or conduct a meeting solely through the use of, remote communication:
(i) The notice of the meeting must specify how a member may participate in the meeting by means of remote communication.
(ii) The association must implement reasonable measures to (A) verify that each person participating remotely as a member is a member, and (B) provide each person participating remotely as a member a reasonable opportunity to participate in the meeting and to vote on matters submitted to the members, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with those proceedings.
(iii) Participation in a meeting in accordance with this section constitutes presence in person at that meeting.
(iv) If the board of directors or another authorized person determines to hold an annual members meeting without a physical assembly of members in accordance with this subsection (3), all members entitled to vote at such meeting must have the opportunity to participate in the meeting by remote communication in accordance with this subsection (3).
(4) The board of directors shall report, or cause to be reported, at the association's annual members meeting the association's business and financial condition as of the close of the most recent fiscal year.
(5) Unless the organic rules otherwise provide, the board of directors shall designate the presiding officer of the association's annual members meeting.
(6) Failure to hold an annual members meeting does not affect the validity of any action by the limited cooperative association.
[ 2019 c 37 s 406.]

catchline: Annual meeting of members.


title: RCW 23.100.0407

text:
(1) A special meeting of members may be called only:
(a) As provided in the organic rules;
(b) By a majority vote of the board of directors on a proposal stating the purpose of the meeting;
(c) By demand in a record executed by members holding at least twenty percent of the voting power of the persons in any district or class entitled to vote on the matter that is the purpose of the meeting stated in the demand; or
(d) By demand in a record executed by members holding at least ten percent of the total voting power of all the persons entitled to vote on the matter that is the purpose of the meeting stated in the demand.
(2) A demand under subsection (1)(c) or (d) of this section must be submitted to the officer of the limited cooperative association charged with keeping its records.
(3) Any voting member may withdraw its demand under subsection (1)(c) or (d) of this section before receipt by the limited cooperative association of demands sufficient to require a special meeting of members.
(4) A special meeting of members may be held inside or outside this state at the place stated in the organic rules or selected by the board of directors not inconsistent with the organic rules.
(5) Unless the organic rules otherwise provide, the provisions of RCW 23.100.0406(3) apply to special meetings of members as though the special meeting of members were an annual meeting of members.
(6) Only business within the purpose or purposes stated in the notice of a special meeting of members may be conducted at the meeting.
(7) Unless the organic rules otherwise provide, the presiding officer of a special meeting of members shall be designated by the board of directors.
[ 2019 c 37 s 407.]

catchline: Special meeting of members.


title: RCW 23.100.0408

text:
(1) A limited cooperative association shall notify each member of the time, date, and place of a members meeting at least ten and not more than one hundred twenty days before the meeting.
(2) Unless the articles of organization otherwise provide, notice of an annual members meeting need not include any purpose of the meeting.
(3) Notice of a special meeting of members must include each purpose of the meeting as contained in the demand under RCW 23.100.0407(1) (c) or (d) or as voted upon by the board of directors under RCW 23.100.0407(1)(b).
(4) Notice of a members meeting must be given in a record unless oral notice is reasonable under the circumstances.
[ 2019 c 37 s 408.]

catchline: Notice of members meeting.