In the furnishing of telecommunication services, the Corporation’s operations shall be so conducted that all member patrons will, through their patronage, furnish capital for the Corporation. In order to induce patronage and to assure that the corporation will operate on a non-profit basis, the Corporation is obligated to account on a patronage basis to all its member patrons for all amounts received and receivable from the furnishing of telecommunication services in excess of operating costs and expenses properly chargeable against the furnishing of telecommunication services.
All such amounts in excess of operating costs and expenses at the moment of receipt by the Corporation are received with the understanding that they are furnished by the member patrons as capital. The Corporation is obligated to pay by credits to a capital account for each member patron all such amounts in excess of operating costs and expenses. The books and records of the Corporation shall be set up and kept in such a manner that at the end of each calendar year the amount of capital, if any, shall be credited to his/her account.
All such amounts credited to the capital account of any member patron shall have the same status as though they had been paid to the patron in cash in pursuance of a legal obligation to do so and the member patron had then furnished the Corporation corresponding amounts for capital. Any member may, on request, be supplied with a statement of his/her capital credit account.
In the event of dissolution or liquidation of the Corporation, after all outstanding indebtedness of the Corporation has been paid, outstanding capital credits shall be retired without priority on a pro-rata basis before any payments are made on account of property rights of members.
If, at any time prior to dissolution or liquidation, the Board shall determine that the financial condition of the Corporation will not be impaired thereby, the capital then credited to member patrons’ accounts may be retired in full or in part. Any such retirements of capital and the manner and method thereof shall be at the discretion and direction of the Board of Trustees. In no event, however, may any such capital be retired unless, after the proposed retirement, the capital of the Corporation shall equal at least 15% of the total assets of the Corporation.
Capital credited to the account of each member patron shall be assignable only on the books of the Corporation, pursuant to written instruction from the assignor, and only to successors in interest or successors in occupancy in all or a part such member patron’s premises served by the corporation unless the Board, acting under policies of general application, shall determine otherwise.
Notwithstanding any other provision of these Bylaws, the Board, at its discretion shall have the power at any time upon the death of any member patron, if the legal representative of his estate shall request in writing that the capital credited to any such member patron be retired prior to the time such capital would otherwise be retired under provisions of the Bylaws, to retire capital credited to any such member patron immediately upon such terms and conditions as the Board, acting under policies of general application, and the legal representative of such member patron’s estate shall agree upon; provided, however, that the financial condition of the Corporation will not be impaired thereby.
Member patrons may assign their capital credits to the Corporation and the Corporation shall have the right to apply a member’s capital credits to any indebtedness owed to the Corporation for services supplied to the member patron or for any other indebtedness owed by the member patron to the Corporation.
When the capital credits of any member patron no longer receiving telecommunication services from the Corporation comes to a total amount of less than $10.00, the same shall be retired in full with such retirements made only when and at the same time that a general retirement to other member patrons is made.
During a general capital credit retirement, no checks shall be issued for less than $3, and the amount of such unretired capital credits will be retired in the first following year when the total amount of capital credits qualifying for retirement exceeds the $3 amount, including the amount carried over.
The member patrons of the Corporation, by dealing with the Corporation, acknowledge that the terms and provisions of the Articles of Incorporation and Bylaws shall constitute and be a contract between the Corporation and each member patron, and both the Corporation and the member patrons are bound by such contract, as fully as though each member patron had individually signed a separate instrument containing such terms and provisions. The provisions of this Article of the Bylaws shall be called to the attention of each member patron of the Corporation by publishing in the Corporation’s telephone directory annually.
(December 19, 2002; May 24, 2016; April 26, 2018)