AB150-ASA1-AA26, s. 4939b 7Section 4939b. 185.05 (3) of the statutes is amended to read:
AB150-ASA1-AA26,275,138 185.05 (3) The articles shall be filed and recorded as provided in s. 185.82. The
9legal existence of a cooperative begins when the articles are filed. Upon the filing of
10the articles, the secretary of state department shall issue a certificate of
11incorporation. The secretary of state department shall forward within 5 days a
12duplicate original of the articles to the register of deeds of the county of the
13cooperative's principal office or registered agent for recording.
AB150-ASA1-AA26, s. 4840b 14Section 4840b. 185.08 (3) of the statutes is amended to read:
AB150-ASA1-AA26,275,1815 185.08 (3) A registered agent may resign by mailing a written notice to both
16the secretary of state department and the cooperative. The resignation becomes
17effective when the cooperative names a new registered agent or 60 days after the
18receipt of notice by the secretary of state department, whichever is sooner.
AB150-ASA1-AA26, s. 4841b 19Section 4841b. 185.31 (3) of the statutes is amended to read:
AB150-ASA1-AA26,276,620 185.31 (3) The directors constituting the temporary board, named in the
21articles, shall hold office until the first member meeting. At that meeting and
22thereafter, directors shall be elected by the members at a member meeting in the
23manner and for the terms provided in the bylaws. If the bylaws provide that directors
24be from specified districts, the articles may limit voting for any director to members
25from within the district from which the director is to be elected. Unless the bylaws

1provide otherwise, a director's term of office shall be one year. Each director shall
2hold office for the term for which elected and until a successor takes office. The
3bylaws may permit selection of alternates to take the place of directors absent at a
4meeting of the board. Whenever any change is made in the board, the cooperative
5shall file within 20 days with the secretary of state department a report showing the
6names and addresses of all directors.
AB150-ASA1-AA26, s. 4842b 7Section 4842b. 185.35 (1) of the statutes is amended to read:
AB150-ASA1-AA26,276,168 185.35 (1) Unless the articles of incorporation provide otherwise, the principal
9officers of a cooperative are a president, one or more vice presidents as prescribed in
10the bylaws, a secretary and a treasurer. They shall be elected annually by the board
11at such time and in such manner as the bylaws provide. Upon original election and
12whenever any change is made in the officers, the cooperative shall file with the
13secretary of state department, within 20 days, a report showing the name and
14address of all officers. Each principal officer except the secretary and the treasurer
15must be a director of the cooperative. The offices of secretary and treasurer may be
16combined in one person.
AB150-ASA1-AA26, s. 4843b 17Section 4843b. 185.48 (2) of the statutes is amended to read:
AB150-ASA1-AA26,276,2318 185.48 (2) The annual report shall be made on forms furnished by the secretary
19of state
department, and the information therein contained shall be given as of the
20date of the execution of the report. The secretary of state department shall forward
21by 1st class mail report blanks to each cooperative in good standing not later than
2260 days prior to the date on which the cooperative is required to file an annual report
23under this chapter.
AB150-ASA1-AA26, s. 4844b 24Section 4844b. 185.48 (3) of the statutes is amended to read:
AB150-ASA1-AA26,277,7
1185.48 (3) The annual report shall be delivered to the secretary of state
2department in each year following the year in which the cooperative's articles are
3filed by the secretary of state department, during the calendar year quarter in which
4the anniversary of the filing occurs. If the report does not conform to requirements,
5it shall be returned to the cooperative for necessary corrections. The penalties for
6failure to file such report shall not apply if it is corrected and returned within 30 days
7after receipt thereof.
AB150-ASA1-AA26, s. 4845b 8Section 4845b. 185.48 (4) of the statutes is amended to read:
AB150-ASA1-AA26,277,109 185.48 (4) Any report not filed as required by sub. (3) may be filed only upon
10payment to the secretary of state department of $26.
AB150-ASA1-AA26, s. 4846b 11Section 4846b. 185.48 (5) of the statutes is amended to read:
AB150-ASA1-AA26,277,2012 185.48 (5) If the report is not filed within a year from the first day of the quarter
13calendar year in which the report is required, under sub. (3), to be delivered, the
14cooperative is not in good standing. Within the next 6 months the secretary of state
15department shall mail to the cooperative a notice that it is no longer in good standing.
16If a cooperative has been out of good standing for more than 3 consecutive years
17immediately prior to January 1, 1978, the secretary of state department shall
18provide only the notice required under s. 185.72 (3). Until restored to good standing,
19the secretary of state department shall not accept for filing any document respecting
20such cooperative except those incident to its dissolution.
AB150-ASA1-AA26, s. 4847b 21Section 4847b. 185.48 (6) of the statutes is amended to read:
AB150-ASA1-AA26,277,2522 185.48 (6) The cooperative may be restored to good standing by delivering to
23the secretary of state department a current annual report and by paying the $26 late
24filing fee plus $15 for each calendar year or part thereof during which it was not in
25good standing, not exceeding a total of $176.
AB150-ASA1-AA26, s. 4848b
1Section 4848b. 185.53 (2) of the statutes is amended to read:
AB150-ASA1-AA26,278,42 185.53 (2) The amendment shall be filed and recorded as provided in s. 185.82.
3The amendment becomes effective upon filing, and the secretary of state department
4may then issue a certificate of amendment.
AB150-ASA1-AA26, s. 4849b 5Section 4849b. 185.62 (1m) of the statutes is amended to read:
AB150-ASA1-AA26,278,156 185.62 (1m) If after the filing of the articles under sub. (1), but before the
7merger or consolidation is effective, the merger or consolidation is abandoned, as
8provided in s. 185.61 (5), 2 principal officers of each merging or consolidating
9cooperative shall sign a certificate of abandonment stating that the merger or
10consolidation is abandoned and the date of abandonment, and shall seal the
11certificate with the seal of each cooperative. The certificate of abandonment shall be
12filed and recorded prior to the date the merger or consolidation would otherwise be
13effective, in the office of the secretary of state with the department and in each county
14where the cooperatives have their principal offices or registered agents, in the
15manner provided in s. 185.82.
AB150-ASA1-AA26, s. 4850b 16Section 4850b. 185.72 (3) (a) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,278,2017 185.72 (3) (a) (intro.) If it is established by the records in the office of the
18secretary of state
department that a cooperative failed to file its annual report as
19required by this chapter for the preceding 3 years, the secretary of state department
20may involuntarily dissolve the cooperative in the following manner:
AB150-ASA1-AA26, s. 4951b 21Section 4951b. 185.72 (3) (a) 1. of the statutes is amended to read:
AB150-ASA1-AA26,278,2322 185.72 (3) (a) 1. The secretary of state department shall give the cooperative
23notice of its delinquency by 1st class mail addressed to its situs.
AB150-ASA1-AA26, s. 4952b 24Section 4952b. 185.72 (3) (a) 2. of the statutes is amended to read:
AB150-ASA1-AA26,279,5
1185.72 (3) (a) 2. If the delinquent cooperative is not restored to good standing
2under s. 185.48 (6) within 90 days after the notice was mailed, the secretary of state
3department shall issue a certificate of involuntary dissolution, which shall state the
4fact of involuntary dissolution, the date and cause of the dissolution and the
5dissolved cooperative's situs.
AB150-ASA1-AA26, s. 4853b 6Section 4853b. 185.72 (3) (a) 3. of the statutes is amended to read:
AB150-ASA1-AA26,279,97 185.72 (3) (a) 3. The secretary of state department shall file the original
8certificate of involuntary dissolution and mail a copy to the former cooperative at its
9situs.
AB150-ASA1-AA26, s. 4854b 10Section 4854b. 185.72 (3) (bm) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,279,1311 185.72 (3) (bm) (intro.) The secretary of state department shall rescind the
12dissolution of a cooperative involuntarily dissolved under this subsection and issue
13a certificate stating the recision if all of the following are met:
AB150-ASA1-AA26, s. 4855b 14Section 4855b. 185.72 (3) (bm) 1. of the statutes is amended to read:
AB150-ASA1-AA26,279,1715 185.72 (3) (bm) 1. The cooperative files with the secretary of state department
162 affidavits, each executed by a different person who is a principal officer of the
17cooperative, stating that the cooperative did not receive the notice under par. (a) 1.
AB150-ASA1-AA26, s. 4856b 18Section 4856b. 185.72 (3) (bm) 2. of the statutes is amended to read:
AB150-ASA1-AA26,279,2119 185.72 (3) (bm) 2. The cooperative pays to the secretary of state department
20$100 in liquidated damages to cover the efforts of the secretary of state department
21in rescinding the involuntary dissolution.
AB150-ASA1-AA26, s. 4857b 22Section 4857b. 185.815 (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,279,25 23185.815 Recording change of principal office or registered agent.
24(intro.) If a document submitted to the secretary of state department for filing under
25this chapter changes the county of the principal office or of the registered agent:
AB150-ASA1-AA26, s. 4858b
1Section 4858b. 185.815 (1) of the statutes is amended to read:
AB150-ASA1-AA26,280,32 185.815 (1) An original of the document or a duplicate original endorsed by the
3secretary of state department shall be recorded in each county;
AB150-ASA1-AA26, s. 4859b 4Section 4859b. 185.815 (3) of the statutes is amended to read:
AB150-ASA1-AA26,280,75 185.815 (3) A certificate of the secretary of state department listing the type
6and date of filing of recordable documents previously filed by the cooperative shall
7be recorded in the county of the new principal office or of the registered agent.
AB150-ASA1-AA26, s. 4860b 8Section 4860b. 185.82 (1) (a) of the statutes is amended to read:
AB150-ASA1-AA26,280,119 185.82 (1) (a) Separate originals of the document for the secretary of state
10department and for the register of deeds of each county in which the document is
11required to be recorded.
AB150-ASA1-AA26, s. 4861b 12Section 4861b. 185.82 (1) (b) of the statutes is amended to read:
AB150-ASA1-AA26,280,1413 185.82 (1) (b) A check payable to the secretary of state department in the
14amount of the filing fee prescribed under s. 185.83.
AB150-ASA1-AA26, s. 4862b 15Section 4862b. 185.82 (2) (a) of the statutes is amended to read:
AB150-ASA1-AA26,280,1816 185.82 (2) (a) Unless the document does not conform to law, the secretary of
17state
department shall endorse on each original "Filed" and the date of filing and
18shall file one original in his or her office.
AB150-ASA1-AA26, s. 4863b 19Section 4863b. 185.82 (2) (b) of the statutes is amended to read:
AB150-ASA1-AA26,280,2220 185.82 (2) (b) The secretary of state department shall forward to each register
21of deeds the check under sub. (1) (c) and an original document or duplicate endorsed
22by the secretary of state department, within 5 days of filing.
AB150-ASA1-AA26, s. 4864b 23Section 4864b. 185.82 (3) of the statutes is amended to read:
AB150-ASA1-AA26,281,324 185.82 (3) Each week the secretary of state department shall forward to each
25register of deeds a listing of all documents received during the preceding week for

1filing and recording as required under this chapter. For each document, the listing
2shall specify the type of document, the name of the cooperative, the name of the
3county of the cooperative's principal office or registered agent, and the date of filing.
AB150-ASA1-AA26, s. 4865b 4Section 4865b. 185.82 (4) of the statutes is amended to read:
AB150-ASA1-AA26,281,85 185.82 (4) A document required to be filed and recorded under this chapter is
6effective on filing with the secretary of state department, except as provided in s.
7185.62. An error or omission in recording the document or a certificate under s.
8185.815 (2) with a register of deeds does not affect its effectiveness.
AB150-ASA1-AA26, s. 4866b 9Section 4866b. 185.82 (5) of the statutes is amended to read:
AB150-ASA1-AA26,281,1410 185.82 (5) A document filed with the secretary of state department under this
11chapter before May 7, 1982 is effective unless the records of the secretary of state
12department show that the document was recognized as ineffective because of a
13recording defect and the secretary of state department or the cooperative acted in
14reliance on the ineffectiveness of the document.
AB150-ASA1-AA26, s. 4867b 15Section 4867b. 185.82 (6) (a) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,281,1716 185.82 (6) (a) (intro.) The secretary of state department may waive any of the
17following:
AB150-ASA1-AA26, s. 4868b 18Section 4868b. 185.82 (6) (a) 2. of the statutes is amended to read:
AB150-ASA1-AA26,281,2119 185.82 (6) (a) 2. An omission or defect in a document, if the secretary of state
20department determines from the face of the document that the omission or defect is
21immaterial.
AB150-ASA1-AA26, s. 4869b 22Section 4869b. 185.83 (1) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,281,2423 185.83 (1) (intro.) The secretary of state department shall charge and collect
24for:
AB150-ASA1-AA26, s. 4870b 25Section 4870b. 185.83 (1) (b) of the statutes is amended to read:
AB150-ASA1-AA26,282,7
1185.83 (1) (b) Filing an amendment to or restatement of the articles or articles
2of merger, consolidation or division, $10, except that no fee may be collected for an
3amendment showing only a change of address resulting from the action of a
4governmental agency if there is no corresponding change in physical location and if
52 copies of the notice of the action are submitted to the secretary of state department;
6and an additional fee of $1.25 for each $1,000 of authorized stock not authorized at
7the time of amendment, restatement, merger, consolidation or division.
AB150-ASA1-AA26, s. 4871b 8Section 4871b. 185.83 (1) (d) of the statutes is amended to read:
AB150-ASA1-AA26,282,109 185.83 (1) (d) Receiving services of any process, notice or demand, authorized
10to be served on the secretary of state department by this chapter, $10.
AB150-ASA1-AA26, s. 4872b 11Section 4872b. 185.85 of the statutes is amended to read:
AB150-ASA1-AA26,282,15 12185.85 (title) Forms to be furnished by secretary of state department
13of financial institutions
. The secretary of state department may provide forms for
14any document to be filed in the office of the secretary of state with the department
15under this chapter.".
AB150-ASA1-AA26,282,17 16610. Page 1534, line 6: on lines 6 and 7, delete "secretary of state" and
17substitute "secretary of state department of financial institutions".
AB150-ASA1-AA26,282,19 18611. Page 1536, line 15: restore the stricken material and delete the
19underscored material.
AB150-ASA1-AA26,282,20 20612. Page 1568, line 5: after that line insert:
AB150-ASA1-AA26,282,21 21" Section 5029b. 187.05 (1) of the statutes is amended to read:
AB150-ASA1-AA26,283,1922 187.05 (1) Trustees; terms; purposes. Any diocesan council or convention,
23conference, synod or other body of authorized representatives of any church or
24religious denomination or association or congregation thereof may elect any number

1of trustees, not less than three, to be incorporated; and when a certificate shall have
2been made and signed by the presiding officer and countersigned by the secretary of
3the body by which they were elected, stating that such persons, naming them, were
4elected trustees, the name of the body by whom elected, the corporate name by which
5such trustees are to be known, the term for which they are to hold their offices, and
6the purposes for which it is desired to incorporate them, and filed in the office of the
7secretary of state
with the department of financial institutions, the persons named
8in such certificate as trustees and their successors in office shall be a body corporate
9for the purposes mentioned in such certificate and for such purposes, and no other,
10shall have the usual powers of a corporation; and the members of such corporation
11shall hold their positions for such term as the body electing them shall determine and
12until their successors are duly elected. Upon the receipt of such certificate, the
13secretary of state department of financial institutions shall issue a certificate of
14incorporation. But any diocesan council or convention, conference, synod or other
15body composed of or divided into district synods or other units may provide in its
16constitution for the election of one or more of its trustees by one or more of such
17district synods or other units or that one or more of its trustees shall be elected by
18said diocesan council or convention, conference, synod or other body from one or more
19of such district synods or other units.
AB150-ASA1-AA26, s. 5030b 20Section 5030b. 187.05 (3) (a) (intro.) of the statutes is amended to read:
AB150-ASA1-AA26,284,221 187.05 (3) (a) (intro.) Any denominational body mentioned in sub. (1) having
22a constitution (or other instrument of organization), in writing, at any stated
23meeting may vote to become a corporation and designate any of its members of adult
24age, not less than 10 in number, to make, acknowledge and file with the secretary of

1state
department of financial institutions a certificate substantially in the following
2form:
AB150-ASA1-AA26, s. 5031b 3Section 5031b. 187.05 (3) (a) (form) 4. of the statutes is amended to read:
AB150-ASA1-AA26,284,64 187.05 (3) (a) (form) 4. The corporation may amend its constitution (or other
5written instrument of organization) as therein provided, and file with the secretary
6of state
department of financial institutions a certificate thereof duly acknowledged.
AB150-ASA1-AA26, s. 5032b 7Section 5032b. 187.16 (1) of the statutes is amended to read:
AB150-ASA1-AA26,284,248 187.16 (1) Incorporation. Any corps of the Salvation Army in the state of
9Wisconsin may become incorporated as a charitable, educational, missionary,
10philanthropic, beneficial and religious organization, by the commander in chief of
11the Salvation Army in the United States of America and the territorial commander
12of the central territory of the Salvation Army in the United States of America,
13together with three other officers or laypersons, members of the said local Salvation
14Army corps, executing, acknowledging and filing a certificate of incorporation in the
15office of the secretary of state
with the department of financial institutions, giving
16its corporate name, the location of the headquarters of said corps in Wisconsin, the
17names of the incorporators, its general objects and purposes. Said certificate shall
18be recorded in the office of the secretary of state with the department of financial
19institutions
and a verified copy thereof in the office of the register of deeds in the
20county wherein the main office of said corps of the Salvation Army is located. When
21such record is made the corporation shall come into existence and possess the powers
22and privileges granted to corporations by ch. 181 so far as the same are applicable
23or necessary to accomplish its purpose, and also such powers as are conferred by this
24section.
AB150-ASA1-AA26, s. 5033b 25Section 5033b. 187.16 (5) of the statutes is amended to read:
AB150-ASA1-AA26,285,7
1187.16 (5) Amendment of articles. The articles of incorporation of such
2corporation may be altered or amended by a two-thirds vote of the trustees of such
3corporation. When adopted, a copy of such amendment accompanied by certificates
4signed by the president and secretary of the corporation shall be filed with the
5secretary of state department of financial institutions and the original documents
6shall be recorded with the register of deeds of the county where such corporation
7shall have its principal office.
AB150-ASA1-AA26, s. 5034b 8Section 5034b. 187.19 (7) of the statutes is amended to read:
AB150-ASA1-AA26,285,169 187.19 (7) Articles to be recorded in office of register of deeds. Whenever
10any of said congregations have complied with the foregoing provisions, the articles
11of incorporation thereof shall be made out accordingly, be signed by the president and
12secretary in the presence of two witnesses, who shall sign their names thereto, and
13acknowledged before some notary public or other person authorized by law thereto
14and filed in the office of the secretary of state with the department of financial
15institutions
, and recorded in the office of the register of deeds in the county or
16counties where such corporation may own real estate.
AB150-ASA1-AA26, s. 5035b 17Section 5035b. 187.19 (9) of the statutes is amended to read:
AB150-ASA1-AA26,286,418 187.19 (9) Amendment of articles. The articles of incorporation of any such
19congregations may be altered or amended by the unanimous vote of the directors of
20such corporation. When adopted, duplicate copies of such amendment, each with a
21certificate thereto affixed, signed by the president and secretary and the other
22directors, and sealed with the corporate seal, if there be any, stating the fact and date
23of the adoption of such amendment and that the same was adopted by unanimous
24vote of the directors of the corporation and that such copy is a true copy of the original,
25shall be made, and one of such duplicate copies shall be filed in the office of the

1secretary of state
with the department of financial institutions and the other shall
2be recorded in the office of the register of deeds of the county where such corporation
3is located and in the office of the register of deeds of any other county or counties
4where the corporation may own real estate.
AB150-ASA1-AA26, s. 5036b 5Section 5036b. 187.19 (10) of the statutes is amended to read:
AB150-ASA1-AA26,286,176 187.19 (10) Dissolution of corporation. Any corporation organized under this
7section may dissolve by adopting a resolution to that effect by unanimous vote of the
8directors of such corporation. When adopted, duplicate copies of such resolution of
9dissolution, each with a certificate thereto affixed, signed by the president and
10secretary and the other directors, and sealed with the corporate seal, if there be any,
11stating the fact and date of adoption of such resolution and that the same was
12adopted by unanimous vote of the directors of the corporation and that such copy is
13a true copy of the original, shall be made, and one of such duplicate copies shall be
14filed in the office of the secretary of state with the department of financial
15institutions
and the other shall be recorded in the office of the register of deeds of the
16county where such corporation is located and in the office of the register of deeds of
17any other county or counties where the corporation may own real estate.
AB150-ASA1-AA26, s. 5037b 18Section 5037b. 188.06 of the statutes is amended to read:
AB150-ASA1-AA26,287,2 19188.06 Powers of trustees. The powers conferred by this chapter upon the
20trustees of a subordinate grange or council of granges of the Patrons of Husbandry
21shall not be exercised until the chief officers of such grange or council of granges shall
22make and sign a certificate setting forth the name, number and date of organization
23of such grange or council and the number and names of its trustees first elected, and
24record the same in the office of the register of deeds in the county in which such
25grange or council is located; nor, in case of the state grange, until the like officers

1thereof shall have made, signed and filed a like certificate in the office of the
2secretary of state
with the department of financial institutions.
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