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meeting of the credit union's entire membership must be | | called, no sooner than 10 days after notice has been mailed to | | the superintendent.__A majority of the entire membership of | | the credit union entitled to vote must vote to dissolve and | | voluntarily liquidate the credit union.__Members may cast | | their votes by proxy on forms prepared by the board of | | directors and mailed with the meeting notice. |
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| | | B.__Whenever there is a recommendation of dissolution | | pursuant to paragraph A, the board of directors shall | | provide the superintendent with a plan of dissolution.__The | | plan of dissolution must set forth the method and schedule | | for terminating the business of the credit union and may | | provide for a restriction on withdrawal of shares or | | withdrawal of share certificates.__Before the 2nd membership | | vote required in paragraph A may be taken, the board must | | receive the superintendent's approval of the plan of | | dissolution. |
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| | | C.__The superintendent may approve the dissolution of a | | credit union recommended by a majority of the entire board | | of directors but approved by less than a majority of all | | members if the superintendent finds, upon the written and | | verified application of the board, that: |
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| | | (1)__The board mailed written notice of the meeting to | | consider dissolution to all members qualified to vote; |
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| | | (2)__The notice disclosed the purpose of the meeting | | and that approval of dissolution might be sought | | pursuant to this paragraph; |
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| | | (3)__A majority of the votes cast by the members were | | in favor of dissolution; and |
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| | | (4)__The board has an acceptable plan of dissolution. |
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| | | D.__If the superintendent approves dissolution, either by | | vote of the board or vote of the members, the credit union | | shall immediately cease to do business, except for the | | express purposes of liquidation including the discharging of | | debts, collecting on loans, distributing__assets and every | | other act necessary to wind up and liquidate the business.__ | | It may sue and be sued for the purpose of enforcing such | | debts and obligations until its affairs are fully adjusted. |
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| | | E.__The board of directors shall use the assets of the | | credit union to pay claims in the following order: |
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