Section 11.1 Disposition of Property

(a) Except as provided in paragraph (b) and paragraph (c) of this Section 10.1, the board of directors may not sell, lease, lease-sell, exchange, transfer or otherwise dispose of all or substantially all of the Cooperative’s property nor may the board authorize any such transaction unless such sale, lease, lease-sale, exchange, transfer or other disposition is first authorized at a meeting of the members thereof by the affirmative vote of not less than a majority of all of the members of the Cooperative and unless the notice of such proposed sale, lease, lease-sale, exchange, transfer or other disposition shall have been contained in the notice of the meeting.

(b) The board of directors, without authorization by the members thereof, shall have full power and authority to borrow monies from any source and to authorize the execution and delivery of a mortgage or mortgages or a deed or deeds of trust upon, or the pledging or encumbering of, any or all of the Cooperative’s property and assets, whether acquired or to be acquired, as well as the revenues and income there from, all upon such terms and conditions as the board shall determine, to secure any indebtedness of the Cooperative.

(c) The board of directors may, upon the authorization of a majority of those members of the Cooperative present at a meeting of the members thereof, sell, lease, or otherwise dispose of all or any portion of its property to another corporation doing business in this State pursuant to the Act under which this Cooperative is incorporated.