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TYPES OF MEMBERSHIPS — MEMBERS’ RIGHTS AND OBLIGATIONS

Iowa Code tit. XII, ch. 504, subch. VI, pt. 2
in effect

Iowa Code § 504.611 Differences in rights and obligations of members.

504.611. Differences in rights and obligations of members. All members shall have the same rights and obligations with respect to voting, dissolution, redemption, and transfer, unless the articles or bylaws establish classes of membership with different rights or obligations. All members shall have the same rights and obligations with respect to any other matters, except as set forth in or authorized by the articles or bylaws. A person that does not meet the qualifications for a member under section 504.141, subsection 24, and is identified as a member in the articles or bylaws of the corporation shall have only those rights set forth for such a member in the articles or bylaws of the corporation. 2004 Acts, ch 1049, §38, 192

Iowa Code § 504.612 Transfers.

504.612. Transfers. 1. Except as set forth in or authorized by the articles or bylaws, a member of a mutual benefit corporation shall not transfer a membership or any right arising therefrom. 2. A member of a public benefit or religious corporation shall not transfer a membership or any right arising therefrom. 3. Where transfer rights have been provided, a restriction on them shall not be binding with respect to a member holding a membership issued prior to the adoption of the restriction unless the restriction is approved by the members and the affected member. 2004 Acts, ch 1049, §39, 192

Iowa Code § 504.613 Member’s liability to third parties.

504.613. Member’s liability to third parties. A member of a corporation is not, as such, personally liable for the acts, debts, liabilities, or obligations of the corporation. 2004 Acts, ch 1049, §40, 192

Iowa Code § 504.614 Member’s liability for dues, assessments, and fees.

504.614. Member’s liability for dues, assessments, and fees. A member may become liable to the corporation for dues, assessments, or fees. However, an article or bylaw provision or a resolution adopted by the board authorizing or imposing dues, assessments, or fees does not, of itself, create liability. 2004 Acts, ch 1049, §41, 192

Iowa Code § 504.615 Creditor’s action against member.

504.615. Creditor’s action against member. 1. A proceeding shall not be brought by a creditor to reach the liability, if any, of a member to the corporation unless final judgment has been rendered in favor of the creditor against the corporation and execution has been returned unsatisfied in whole or in part or unless such proceeding would be useless. 2. All creditors of the corporation, with or without reducing their claims to judgment, may intervene in any creditor’s proceeding brought under subsection 1 to reach and apply unpaid amounts due the corporation. Any or all members who owe amounts to the corporation may be joined in such proceeding. 2004 Acts, ch 1049, §42, 192
Source: Iowa Legislature (legis.iowa.gov)URL: https://www.legis.iowa.gov/law/iowaCode/sections?codeChapter=504&year=2026Fetched: 10/20/2026

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