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Nonprofit Corporations

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§10-3633 Stay of proceedings

Title 10 – Corporations and Associations Chapter 29 – Members and Membership-nonprofit Corporations Article 4 – Derivative Suits If the corporation commences an inquiry into the allegations made in the demand or complaint, the court may stay any derivative proceeding for such period as the court deems appropriate.

§10-3634 Dismissal

Title 10 – Corporations and Associations Chapter 29 – Members and Membership-nonprofit Corporations Article 4 – Derivative Suits A. A derivative proceeding shall be dismissed by the court on motion by the corporation on any legal grounds, including if one of the groups specified in subsections B or F has determined in good faith after […]

§10-3635 Discontinuance or settlement

Title 10 – Corporations and Associations Chapter 29 – Members and Membership-nonprofit Corporations Article 4 – Derivative Suits No derivative proceeding may be discontinued or settled without the court’s approval. If the court determines that a proposed discontinuance or settlement will substantially affect the interests of the corporation’s members or a class of members, the […]

§10-3636 Payment of expenses

Title 10 – Corporations and Associations Chapter 29 – Members and Membership-nonprofit Corporations Article 4 – Derivative Suits On termination of the derivative proceeding the court may either: 1. Order the corporation to pay the plaintiff’s reasonable expenses, including attorney fees, incurred in the proceeding if it finds that the proceeding has resulted in a […]

§10-3637 Applicability to foreign corporations

Title 10 – Corporations and Associations Chapter 29 – Members and Membership-nonprofit Corporations Article 4 – Derivative Suits In any derivative proceeding in the right of a foreign corporation, the matters covered by this article are governed by the laws of the jurisdiction of incorporation of the foreign corporation except for sections 10-3633, 10-3635 and […]

§10-3640 Delegates

Title 10 – Corporations and Associations Chapter 29 – Members and Membership-nonprofit Corporations Article 5 – Delegates A. A corporation may provide in its articles of incorporation or bylaws for delegates that have some or all of the authority of members. B. The articles of incorporation or bylaws may set forth provisions relating to: 1. […]

§10-3701 Annual and regular meetings; exceptions

Title 10 – Corporations and Associations Chapter 30 – Members’ Meetings and Voting-nonprofit Corporations Article 1 – Meetings and Action Without Meetings A. Unless otherwise provided in the articles of incorporation or bylaws, a corporation with members shall hold a membership meeting annually at a time stated in or fixed in accordance with the bylaws. […]

§10-3702 Special meeting

Title 10 – Corporations and Associations Chapter 30 – Members’ Meetings and Voting-nonprofit Corporations Article 1 – Meetings and Action Without Meetings A. A corporation with members shall hold a special meeting of members either: 1. On the call of its board or of the person or persons authorized to do so by the articles […]

§10-3703 Court ordered meeting; costs; attorney fees

Title 10 – Corporations and Associations Chapter 30 – Members’ Meetings and Voting-nonprofit Corporations Article 1 – Meetings and Action Without Meetings A. The court in the county where a corporation’s principal office is located, or if the corporation has no principal office in this state, the court in the county where the corporation’s known […]

§10-3704 Action by written consent; definition

Title 10 – Corporations and Associations Chapter 30 – Members’ Meetings and Voting-nonprofit Corporations Article 1 – Meetings and Action Without Meetings A. The members may approve any action that is required or permitted by chapters 24 through 40 of this title and that requires the members’ approval without a meeting of members if the […]

§10-3705 Notice of meeting

Title 10 – Corporations and Associations Chapter 30 – Members’ Meetings and Voting-nonprofit Corporations Article 1 – Meetings and Action Without Meetings A. Except as provided in section 33-2208, a corporation shall notify members of the date, time and place of each annual, regular and special members’ meeting at least ten days but not more […]

§10-3706 Waiver of notice

Title 10 – Corporations and Associations Chapter 30 – Members’ Meetings and Voting-nonprofit Corporations Article 1 – Meetings and Action Without Meetings A. A member may waive any notice required by chapters 24 through 40 of this title, the articles of incorporation or bylaws before or after the date and time stated in the notice. […]