Text: H08994 Text: H08996 Text: H08900 - H08999 Text: H Index Bills and Amendments: General Index Bill History: General Index
PAG LIN 1 1 Amend House File 2335, as amended, passed, and 1 2 reprinted by the House, as follows: 1 3 #1. Page 1, by striking lines 7 and 8 and 1 4 inserting the following: 1 5 "___. "Actively engaged in farming" means that a 1 6 natural person, including a shareholder or an officer, 1 7 director, or employee of a corporation, or a member or 1 8 manager of a limited liability company, does any of 1 9 the following: 1 10 a. Inspects the production activities periodically 1 11 and furnishes at least half of the value of the tools 1 12 used for crop or livestock production and pays at 1 13 least half the direct cost of crop or livestock 1 14 production. 1 15 b. Regularly and frequently makes or takes an 1 16 important part in making management decisions 1 17 substantially contributing to or affecting the success 1 18 of the farm operation. 1 19 c. Performs physical work which significantly 1 20 contributes to crop or livestock production." 1 21 #2. Page 1, by inserting after line 14 the 1 22 following: 1 23 "___. "Commodity share landlord" means a natural 1 24 person or a general partnership as provided in chapter 1 25 486 in which all partners are natural persons, who 1 26 owns at least one hundred fifty acres of agricultural 1 27 land, if the owner receives rent on a commodity share 1 28 basis, which may be either a share of the crops or 1 29 livestock produced on the land." 1 30 #3. Page 1, by striking lines 27 through 29 and 1 31 inserting the following: 1 32 "___. "Farmers cooperative association" means a 1 33 cooperative association organized under chapter 490 or 1 34 499, if all of the following conditions are satisfied: 1 35 a. All of the following apply: 1 36 (1) Qualified farmers must hold at least a fifty- 1 37 one percent equity interest in the cooperative 1 38 association, including fifty-one percent of each class 1 39 of members' equity. 1 40 (2) The following persons must hold at least a 1 41 seventy percent equity interest in the cooperative 1 42 association, including seventy percent of each class 1 43 of members' equity: 1 44 (a) A qualified farmer. 1 45 (b) A family farm entity. 1 46 (c) A commodity share landlord. 1 47 b. As used in this subsection, "members' equity" 1 48 includes but is not limited to issued shares, 1 49 including common stock or preferred stock, regardless 1 50 of a right to receive dividends or earning 2 1 distributions. However, "members' equity" does not 2 2 include nonvoting common stock or nonvoting membership 2 3 interests. A security such as a warrant or option 2 4 that may be converted to voting stock shall be 2 5 considered as issued shares. 2 6 c. For purposes of this subsection, a person who 2 7 was a qualified person within the last ten years shall 2 8 be treated as a qualified person." 2 9 #4. By striking page 1, line 31, through page 2, 2 10 line 1, and inserting the following: "limited 2 11 liability company organized under chapter 490A, if 2 12 cooperative associations hold one hundred percent of 2 13 all membership interests in the limited liability 2 14 company. Farmers cooperative associations must hold 2 15 at least seventy percent of all membership interests 2 16 in the limited liability company. If more than one 2 17 type of membership interest is established, including 2 18 any series as provided in section 490A.305 or any 2 19 class or group as provided in section 490A.307, 2 20 farmers cooperative associations must hold at least 2 21 seventy percent of all membership interests of that 2 22 type." 2 23 #5. Page 2, by inserting after line 6 the 2 24 following: 2 25 "__. "Intra-company loan agreement" means an 2 26 agreement involving a loan, if the parties to the 2 27 agreement are members of the same farmers cooperative 2 28 limited liability company, and according to the terms 2 29 of the loan a member which is a regional cooperative 2 30 association directly or indirectly loans money to a 2 31 member which is a farmers cooperative association, on 2 32 condition that the money, including any interest, must 2 33 be repaid by the member which is a farmers cooperative 2 34 association to the regional cooperative association or 2 35 another person. A loan agreement does not include an 2 36 operating loan agreement, in which all of the 2 37 following apply: 2 38 a. The money is required to be repaid within 2 39 ninety days from the date that the farmers cooperative 2 40 association receives the money, and the money is 2 41 actually repaid by that date. 2 42 b. The money is used to pay for reasonable and 2 43 ordinary expenses of the farmers cooperative 2 44 association in conducting its affairs." 2 45 #6. Page 2, by striking lines 14 through 17 and 2 46 inserting the following: 2 47 "a. All of the following apply: 2 48 (1) Qualified farmers must hold at least fifty-one 2 49 percent of all issued shares of the corporation. If 2 50 more than one class of shares is authorized, qualified 3 1 farmers must hold at least fifty-one percent of all 3 2 issued shares in each class. 3 3 (2) Qualified persons must hold at least seventy 3 4 percent of all issued shares of the corporation. If 3 5 more than one class of shares is authorized, qualified 3 6 persons must hold at least seventy percent of all 3 7 issued shares in each class. 3 8 b. As used in paragraph "a", "issued shares" 3 9 includes but is not limited to common stock or 3 10 preferred stock, or each class of common stock or 3 11 preferred stock, regardless of voting rights or a 3 12 right to receive dividends or earning distributions. 3 13 A security such as a warrant or option that may be 3 14 converted to stock shall be considered as issued 3 15 shares." 3 16 #7. Page 2, by striking lines 24 through 28 and 3 17 inserting the following: 3 18 "a. Qualified farmers must hold at least fifty-one 3 19 percent of all membership interests in the limited 3 20 liability company. If more than one type of 3 21 membership interest is established, including any 3 22 series as provided in section 490A.305 or any class or 3 23 group as provided in section 490A.307, qualified 3 24 farmers must hold at least fifty-one percent of all 3 25 membership interests of that type. 3 26 b. Qualified persons must hold at least seventy 3 27 percent of all membership interests in the limited 3 28 liability company. If more than one type of 3 29 membership interest is established, including any 3 30 series as provided in section 490A.305 or any class or 3 31 group as provided in section 490A.307, qualified 3 32 persons must hold at least seventy percent of all 3 33 membership interests of that type. 3 34 ___. "Operation of law" means a transfer by 3 35 inheritance, devise, or bequest, court order, 3 36 dissolution decree, order in bankruptcy, insolvency, 3 37 replevin, foreclosure, execution sale, the execution 3 38 of a judgment, the foreclosure of a real estate 3 39 mortgage, the forfeiture of a real estate contract, or 3 40 a transfer resulting from a decree for specific 3 41 performance." 3 42 #8. Page 2, line 29, by striking the word "person" 3 43 and inserting the following: "farmer". 3 44 #9. By striking page 2, line 34, through page 3, 3 45 line 5, and inserting the following: 3 46 "___. A farm estate. 3 47 ___. "Qualified commodity share landlord" means a 3 48 commodity share landlord, if the owner of the 3 49 agricultural land was actively engaged in farming the 3 50 land or a family member of the owner is or was 4 1 actively engaged in farming the land, if the family 4 2 member is related to the owner as a spouse, parent, 4 3 grandparent, lineal ascendant of a grandparent or 4 4 spouse, or other lineal descendant of a grandparent or 4 5 spouse. 4 6 ___. "Qualified person" means a person who is any 4 7 of the following: 4 8 a. A qualified farmer. 4 9 b. A family farm entity. 4 10 c. A qualified commodity share landlord." 4 11 #10. Page 3, by inserting before line 6 the 4 12 following: 4 13 "___. "Regional cooperative association" means a 4 14 cooperative association other than a farmers 4 15 cooperative association." 4 16 #11. Page 3, lines 27 and 28, by striking the 4 17 words "one thousand five hundred" and inserting the 4 18 following: "six hundred forty". 4 19 #12. Page 3, lines 34 and 35, by striking the 4 20 words "a ten percent or greater" and inserting the 4 21 following: "an". 4 22 #13. Page 4, line 13, by striking the words "one 4 23 thousand five hundred" and inserting the following: 4 24 "six hundred forty". 4 25 #14. Page 4, by striking lines 20 through 22 and 4 26 inserting the following: "networking farmers 4 27 corporation by operation of law, the corporation may 4 28 disregard the transfer for". 4 29 #15. Page 5, by inserting after line 4 the 4 30 following: 4 31 "___. A qualified commodity share landlord who 4 32 owns an interest in a networking farmers corporation 4 33 holding agricultural land under section 10.3 must rent 4 34 an additional one hundred fifty acres of agricultural 4 35 land on a commodity share basis for each farmers 4 36 entity holding agricultural land under this chapter in 4 37 which the commodity share landlord acquires an 4 38 interest." 4 39 #16. Page 5, lines 13 and 14, by striking the 4 40 words "one thousand five hundred" and inserting the 4 41 following: "six hundred forty". 4 42 #17. Page 5, line 21, by striking the words "a ten 4 43 percent or greater" and inserting the following: 4 44 "an". 4 45 #18. Page 5, line 35, by striking the words "one 4 46 thousand five hundred" and inserting the following: 4 47 "six hundred forty". 4 48 #19. Page 6, by striking lines 8 and 9 and 4 49 inserting the following: "law, the networking farmers 4 50 limited". 5 1 #20. Page 6, by inserting after line 27 the 5 2 following: 5 3 "___. A qualified commodity share landlord who 5 4 owns an interest in a networking farmers limited 5 5 liability company holding agricultural land under 5 6 section 10.5 must rent an additional one hundred fifty 5 7 acres of agricultural land on a commodity share basis 5 8 for each farmers entity holding agricultural land 5 9 under this chapter in which the commodity share 5 10 landlord acquires an interest." 5 11 #21. Page 7, line 3, by striking the words "grain 5 12 or forage" and inserting the following: "forage or 5 13 grain". 5 14 #22. Page 7, line 5, by striking the word "has" 5 15 and inserting the following: "holds". 5 16 #23. Page 7, line 10, by striking the word "crop" 5 17 and inserting the following: "grain". 5 18 #24. Page 7, line 16, by striking the word "An" 5 19 and inserting the following: "Except as provided in 5 20 this section, an". 5 21 #25. Page 7, lines 18 and 19, by striking the 5 22 words "a ten percent or greater" and inserting the 5 23 following: "an". 5 24 #26. Page 7, by striking line 28 and inserting the 5 25 following: "However, notwithstanding section 9H.4, 5 26 all of the following shall apply: 5 27 (1) A cooperative". 5 28 #27. Page 7, line 32, by striking the words "one 5 29 thousand five hundred" and inserting the following: 5 30 "six hundred forty". 5 31 #28. Page 7, by inserting after line 32 the 5 32 following: 5 33 "(2) An interest in agricultural land held by a 5 34 farmers cooperative association shall not be 5 35 attributable to a member who is an entity organized 5 36 under state law, if the entity holds a five percent or 5 37 less interest in the farmers cooperative association." 5 38 #29. Page 8, by striking lines 4 through 6 and 5 39 inserting the following: "cooperative association by 5 40 operation of law, the association may disregard the 5 41 transfer for". 5 42 #30. Page 8, by inserting after line 23 the 5 43 following: 5 44 "Sec. ___. NEW SECTION. 10.8A PROCEDURE FOR 5 45 ACQUISITION REVERSE REFERENDUM; DISSENT. 5 46 A farmers cooperative association shall not acquire 5 47 an interest in agricultural land or in a farmers 5 48 entity, unless all of the following apply: 5 49 1. The board of directors of the farmers 5 50 cooperative association adopts a resolution 6 1 authorizing the acquisition. Except as provided in 6 2 this section, the resolution shall become effective 6 3 thirty-one days from the date that the resolution was 6 4 adopted. The farmers cooperative association is not 6 5 required to comply with the procedures of this section 6 6 for as long as the resolution remains in effect. The 6 7 resolution shall contain all of the following: 6 8 a. A declaration stating that the farmers 6 9 cooperative association reserves the right to acquire 6 10 agricultural land or an interest in a farmers entity 6 11 under this chapter. 6 12 b. A description of a planned acquisition, if any, 6 13 including the location of agricultural land planned to 6 14 be acquired, the identity of any farmers entity in 6 15 which the farmers cooperative association plans to 6 16 acquire an interest, and the nature of any farming 6 17 operation which is planned to occur on land acquired 6 18 by the farmers cooperative association or conducted by 6 19 the farmers entity. 6 20 c. The date that the resolution was adopted and 6 21 the date that it will take effect. 6 22 2. Within five days following the date that the 6 23 resolution authorizing the farmers cooperative 6 24 association to acquire an interest in agricultural 6 25 land or acquire an interest in a farmers entity is 6 26 adopted, the farmers cooperative association must 6 27 provide notice of the resolution as provided in this 6 28 section. The notice shall be in the following form: 6 29 NOTICE 6 30 MEMBERS OF THE (INSERT NAME OF THE FARMERS 6 31 COOPERATIVE ASSOCIATION) 6 32 THE (INSERT NAME OF THE FARMERS COOPERATIVE 6 33 ASSOCIATION) IS PLANNING ON ACQUIRING AN INTEREST IN 6 34 AGRICULTURAL LAND WHICH MAY BE USED FOR FARMING OR 6 35 ACQUIRING AN INTEREST IN A BUSINESS THAT OWNS 6 36 AGRICULTURAL LAND THAT MAY BE USED FOR FARMING. UNDER 6 37 IOWA CODE CHAPTER 10, THE (INSERT NAME OF THE FARMERS 6 38 COOPERATIVE ASSOCIATION) IS A FARMERS COOPERATIVE 6 39 ASSOCIATION. WITHIN A LIMITED TIME PERIOD: (1) 6 40 VOTING MEMBERS MAY PETITION A FARMERS COOPERATIVE 6 41 ASSOCIATION TO REQUIRE A MEMBERSHIP VOTE TO APPROVE 6 42 THE ACQUISITION; AND (2) ALL HOLDERS OF MEMBERS' 6 43 EQUITY MAY DEMAND PAYMENT OF THE FAIR VALUE OF THEIR 6 44 INTERESTS. 6 45 a. The notice must be published in a newspaper 6 46 having a general circulation in the county where the 6 47 farmers cooperative association is located as provided 6 48 in section 618.3. The notice shall be printed as 6 49 provided in section 618.17. 6 50 b. The notice shall be delivered to all holders of 7 1 members' equity in the farmers cooperative 7 2 association, including members and shareholders, by 7 3 mailing the notice to the holder's last known address 7 4 as shown on the books of the farmers cooperative 7 5 association. The notice shall be accompanied by a 7 6 copy of the resolution adopted by the board pursuant 7 7 to this section, and a copy of this section. 7 8 3. Within thirty days following the date that the 7 9 resolution authorizing the farmers cooperative 7 10 association to acquire an interest in agricultural 7 11 land or acquire an interest in a farmers entity is 7 12 adopted, at least twenty percent of the voting members 7 13 of the farmers cooperative association may file a 7 14 petition with the board of directors demanding a 7 15 referendum under this subsection. 7 16 a. If a valid petition is filed, the board of 7 17 directors shall call a special referendum of voting 7 18 members at a regular or special meeting, as provided 7 19 in section 499.27. The filing of the petition 7 20 suspends the effectiveness of the resolution until a 7 21 referendum is conducted as provided in this 7 22 subsection. 7 23 b. The resolution shall not become effective as 7 24 otherwise provided in this section, until the 7 25 resolution is approved by a majority vote of the 7 26 voting members of the farmers cooperative association 7 27 casting ballots at the meeting to conduct the 7 28 referendum. 7 29 4. a. Within thirty days following the date that 7 30 the resolution authorizing the farmers cooperative 7 31 association to acquire an interest in agricultural 7 32 land or acquire an interest in a farmers entity is 7 33 adopted, a holder of members' equity, including a 7 34 member or shareholder, may dissent to an acquisition 7 35 as expressed in the resolution adopted by the board of 7 36 directors under this section. 7 37 b. The holder of members' equity shall dissent by 7 38 filing a demand with the board of directors. The 7 39 farmers cooperative association shall pay the holder 7 40 the fair value of that holder's interest as if the 7 41 holder were a member dissenting to a merger or 7 42 consolidation, as provided in section 499.66, upon 7 43 surrender of the holder's evidence of equity in the 7 44 farmers cooperative association, including a 7 45 certificate of membership or shares. 7 46 c. The farmers cooperative association is not 7 47 required to pay the holder of members' equity the fair 7 48 value of that holder's interest as provided in this 7 49 subsection, if the resolution provided for in this 7 50 section does not become effective." 8 1 #31. Page 8, line 35, by striking the words "grain 8 2 or" and inserting the following: "forage or grain". 8 3 #32. Page 9, line 1, by striking the word 8 4 "forage". 8 5 #33. Page 9, line 2, by striking the word "has" 8 6 and inserting the following: "holds". 8 7 #34. Page 9, line 8, by striking the word "crop" 8 8 and inserting the following: "grain". 8 9 #35. Page 9, by inserting after line 13 the 8 10 following: 8 11 "c. Less than fifty percent of the interest in the 8 12 farmers cooperative limited liability company is held 8 13 by members which are parties to intra-company loan 8 14 agreements. If more than one type of membership 8 15 interest is established, including any series as 8 16 provided in section 490A.305 or any class or group as 8 17 provided in section 490A.307, less than fifty percent 8 18 of the interest in each type of membership shall be 8 19 held by members which are parties to intra-company 8 20 loan agreements. 8 21 d. The farmers cooperative limited liability 8 22 company does not own swine or contract for the care 8 23 and feeding of swine, if a member of the farmers 8 24 cooperative limited liability company is a regional 8 25 cooperative association." 8 26 #36. Page 9, line 31, by striking the words "one 8 27 thousand five hundred" and inserting the following: 8 28 "six hundred forty". 8 29 #37. Page 10, by striking lines 5 and 6 and 8 30 inserting the following: "law, the farmers 8 31 cooperative limited liability". 8 32 #38. Page 10, line 18, by striking the figure 8 33 "10.13" and inserting the following: "10.12". 8 34 #39. Page 10, line 32, by striking the figure 8 35 "10.13" and inserting the following: "10.12". 8 36 #40. Page 12, by striking line 13 and inserting 8 37 the following: "corporation as defined in section 8 38 9H.1 or networking farmers corporation as defined in 8 39 section 10.1, holding an". 8 40 #41. Page 12, by striking lines 29 through 31 and 8 41 inserting the following: "including an authorized 8 42 limited liability company as defined in section 9H.1, 8 43 or a networking farmers limited liability company or 8 44 farmers cooperative limited liability company as 8 45 defined in section 10.1, holding an interest in 8 46 agricultural". 8 47 #42. Page 14, line 16, by striking the words "ten 8 48 percent or less of" and inserting the following: 8 49 "less than a ten percent interest in". 8 50 #43. Page 15, by striking lines 9 through 13. 9 1 #44. Page 15, by striking lines 25 and 26. 9 2 #45. By renumbering as necessary. 9 3 HF 2335S 9 4 da/cc/26
Text: H08994 Text: H08996 Text: H08900 - H08999 Text: H Index Bills and Amendments: General Index Bill History: General Index
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