0001|                           SENATE BILL 245
    |
0002|     43RD LEGISLATURE - STATE OF NEW MEXICO - SECOND SESSION, 1998
    |
0003|                            INTRODUCED BY
    |
0004|                          MICHAEL S. SANCHEZ
    |
0005|     
    |
0006|                                   
    |
0007|     
    |
0008|       FOR THE WATER, UTILITIES AND NATURAL RESOURCES COMMITTEE
    |
0009|     
    |
0010|                                AN ACT
    |
0011|     RELATING TO RURAL ELECTRIC COOPERATIVES; AMENDING THE RURAL
    |
0012|     ELECTRIC COOPERATIVE ACT TO ALLOW MERGERS AND CONSOLIDATIONS
    |
0013|     WITH CERTAIN CORPORATIONS AND COOPERATIVES ORGANIZED UNDER THE
    |
0014|     LAWS OF ANOTHER STATE; DECLARING AN EMERGENCY.
    |
0015|     
    |
0016|     BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF NEW MEXICO:
    |
0017|          Section 1.  Section 62-15-2 NMSA 1978 (being Laws 1939,
    |
0018|     Chapter 47, Section 2, as amended) is amended to read:
    |
0019|          "62-15-2.  PURPOSE--DEFINITION.--Cooperative nonprofit
    |
0020|     membership corporations may be organized under the Rural
    |
0021|     Electric Cooperative Act for the primary purpose of supplying
    |
0022|     electric power and energy and promoting and extending the use
    |
0023|     of electricity in rural areas.  Corporations organized under
    |
0024|     that act and corporations which become subject to that act in
    |
0025|     the manner provided in that act |and for the purposes of
    |
                                        - 1 -

0001|     Sections 62-15-13, 62-15-14, 62-15-15 and 62-15-19 NMSA 1978,
    |
0002|     corporations organized on a nonprofit or cooperative basis
    |
0003|     under the laws of another state for the primary purpose of
    |
0004|     supplying electric power or energy| are referred to in the
    |
0005|     Rural Electric Cooperative Act as "cooperatives"."
    |
0006|          Section 2.  Section 62-15-15 NMSA 1978 (being Laws 1939,
    |
0007|     Chapter 47, Section 15) is amended to read:
    |
0008|          "62-15-15.  EFFECT OF CONSOLIDATION OR MERGER.--The
    |
0009|     effect of consolidation or merger shall be as follows:
    |
0010|               ~[(a)]~ |A.|  the several cooperatives, parties to
    |
0011|     the consolidation or merger, shall be a single cooperative,
    |
0012|     which in the case of a consolidation shall be the new
    |
0013|     cooperative provided for in the articles of consolidation and
    |
0014|     in the case of a merger shall be that cooperative designated
    |
0015|     in the articles of merger as the surviving cooperative, and
    |
0016|     the separate existence of all cooperatives, parties to the
    |
0017|     consolidation or merger, except the new or surviving
    |
0018|     cooperative shall cease;
    |
0019|               ~[(b)  Such]~ |B.  the| new or surviving
    |
0020|     cooperative shall have all the rights, privileges, immunities
    |
0021|     and powers and shall be subject to all the duties and
    |
0022|     liabilities of a cooperative organized under the provisions of
    |
0023|     ~[this]~ |the Rural Electric Cooperative| Act ~[and]~.  It
    |
0024|     shall possess all the rights, privileges, immunities and
    |
0025|     franchises, ~[as well]~ of a public as |well as| of a private
    |
                                        - 2 -

0001|     nature, and all property, real and personal, applications for
    |
0002|     membership, all debts due on whatever account and all other
    |
0003|     choses in action of each of the consolidating or merging
    |
0004|     cooperatives, and ~[furthermore all and]~ every interest of or
    |
0005|     belonging or due to each of the cooperatives ~[so]~
    |
0006|     consolidated or merged shall be ~[taken and]~ deemed to be
    |
0007|     transferred to and vested in ~[such]~ |the| new or surviving
    |
0008|     cooperative without further act or deed ~[and]~.  The title to
    |
0009|     any real estate, or any interest therein, under the laws of
    |
0010|     this state vested in any such cooperatives shall not revert
    |
0011|     ~[to]~ |or| be in any way impaired by reason of ~[such]~ |the|
    |
0012|     consolidation or merger;
    |
0013|               ~[(c)  Such]~ |C.  the| new or surviving
    |
0014|     cooperative shall thenceforth be responsible and liable for
    |
0015|     all of the liabilities and obligations of each of the
    |
0016|     cooperatives ~[so]~ consolidated or merged, and any claim
    |
0017|     existing, or action or proceeding pending, by or against any
    |
0018|     of such cooperatives may be prosecuted as if ~[such]~ |the|
    |
0019|     consolidation or merger had not taken place, but ~[such]~
    |
0020|     |the| new or surviving cooperative may be substituted in its
    |
0021|     place;
    |
0022|               ~[(d)]~ |D.|  neither the rights of creditors nor
    |
0023|     any liens upon the property of any of such cooperatives shall
    |
0024|     be impaired by ~[such]~ |the| consolidation or merger; and
    |
0025|               ~[(e)]~ |E.|  in the case of a consolidation, the
    |
                                        - 3 -

0001|     articles of consolidation shall be deemed to be the articles
    |
0002|     of incorporation of the new cooperative; and in the case of a
    |
0003|     merger, the articles of incorporation of the surviving
    |
0004|     cooperative shall be deemed to be amended to the extent, if
    |
0005|     any, that changes ~[therein]~ |in the articles of
    |
0006|     incorporation| are provided for in the articles of merger."
    |
0007|          Section 3.  EMERGENCY.--It is necessary for the public
    |
0008|     peace, health and safety that this act takes effect
    |
0009|     immediately.
    |
0010|                              
    |