New York Consolidated Laws, Cooperative Corporations Law - CCO § 11. [Certificate of incorporation]

Five or more persons may form a corporation, under this chapter, by making, acknowledging and filing a certificate of incorporation which shall state:

1. Its name.  The name shall include the word “Cooperative.”

2. Its purposes, as permitted by this chapter.

3. Its duration.

4. The city, village or town and the county in which its office is to be located.

5. The names and post office addresses of its incorporators.

6. The number of its directors, or that the number of directors shall be within a stated minimum and maximum as the by-laws may from time to time provide.  In either case, the number shall be not less than five.

7. The names and post office addresses of the directors until the first annual meeting.

8. Whether organized with or without capital stock.  If organized with stock, the total amount thereof, the total number, if any, of the shares without par value, and the total number and par value of any shares having a par value.  If the shares are to be classified, the number of shares to be included in each class and all of the designations, preferences, privileges, and voting rights or restrictions and qualifications of the shares of each class.

9. That all of the subscribers are of full age;  that at least two-thirds of them are citizens of the United States;  that at least one of them is a resident of the state of New York;  and that of the persons named as directors at least one is a citizen of the United States and a resident of the state of New York.

10. A designation of the secretary of state as agent of the corporation upon whom process against it may be served and the post office address within or without this state to which the secretary of state shall mail a copy of any process against it served upon him.

11. If the corporation is to have a registered agent, his name and address within this state and a statement that the registered agent is to be the agent of the corporation upon whom process against it may be served.


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