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Title 7 – Corporations and Associations Article 122 – Incorporation Organization of nonprofit corporation 7-122-105. Organization of nonprofit corporation (1) After incorporation: (a) If initial directors are not named in the articles of incorporation, the incorporators shall hold a meeting, at the call of a majority of the incorporators, to adopt initial bylaws, if desired, […]
Title 7 – Corporations and Associations Article 122 – Incorporation Bylaws 7-122-106. Bylaws (1) The board of directors or, if no directors have been named or elected, the incorporators may adopt initial bylaws. If neither the incorporators nor the board of directors have adopted initial bylaws, the members may do so. (2) The bylaws of […]
Title 7 – Corporations and Associations Article 122 – Incorporation Emergency bylaws 7-122-107. Emergency bylaws (1) Unless otherwise provided in the articles of incorporation, the board of directors may adopt bylaws to be effective only in an emergency as defined in subsection (4) of this section. The emergency bylaws, which are subject to amendment or […]
Title 7 – Corporations and Associations Article 127 – Members’ Meetings and Voting Meetings by telecommunication Unless otherwise provided in the bylaws, any or all of the members may participate in an annual, regular, or special meeting of the members by, or the meeting may be conducted through the use of, any means of communication […]
Title 7 – Corporations and Associations Article 127 – Members’ Meetings and Voting Action by written ballot 7-127-109. Action by written ballot (1) Unless otherwise provided by the bylaws, any action that may be taken at any annual, regular, or special meeting of members may be taken without a meeting if the nonprofit corporation delivers […]
Title 7 – Corporations and Associations Article 121 – General Provisions Filing requirements Part 3 of article 90 of this title, providing for the filing of documents, applies to any document filed or to be filed by the secretary of state pursuant to articles 121 to 137 of this title.
Title 7 – Corporations and Associations Article 126 – Members and Memberships Transfers 7-126-202. Transfers (1) Unless otherwise provided by the bylaws, no member of a nonprofit corporation may transfer a membership or any right arising therefrom. (2) Where transfer rights have been provided, no restriction on them shall be binding with respect to a […]
Title 7 – Corporations and Associations Article 126 – Members and Memberships Creditor’s action against member No proceeding may be brought by a creditor to reach the liability, if any, of a member to the nonprofit corporation unless final judgment has been rendered in favor of the creditor against the nonprofit corporation and execution has […]
Title 7 – Corporations and Associations Article 127 – Members’ Meetings and Voting Nonprofit corporation’s acceptance of votes 7-127-204. Nonprofit corporation’s acceptance of votes (1) If the name signed on a vote, consent, written ballot, waiver, proxy appointment, or proxy appointment revocation corresponds to the name of a member, the nonprofit corporation, if acting in […]
Title 7 – Corporations and Associations Article 127 – Members’ Meetings and Voting Quorum and voting requirements for voting groups 7-127-205. Quorum and voting requirements for voting groups (1) Members entitled to vote as a separate voting group may take action on a matter at a meeting only if a quorum of those members exists […]
Title 7 – Corporations and Associations Article 127 – Members’ Meetings and Voting Action by single and multiple voting groups 7-127-206. Action by single and multiple voting groups (1) If articles 121 to 137 of this title or the bylaws provide for voting by a single voting group on a matter, action on that matter […]
Title 7 – Corporations and Associations Article 127 – Members’ Meetings and Voting Lesser or greater quorum or greater voting requirements 7-127-207. Lesser or greater quorum or greater voting requirements (1) The bylaws may provide for a lesser or a greater quorum requirement, or a greater voting requirement for members or voting groups than is […]