§ 2-2-411 - Bylaws.
2-2-411. Bylaws.
(a) Within thirty (30) days after its incorporation, each association incorporated under this subchapter must adopt a code of bylaws, not inconsistent with the powers granted by this subchapter, for its government and management.
(b) Each association under its bylaws may also provide for any or all of the following matters:
(1) The time, place, and manner of calling and conducting its meetings;
(2) The number of stockholders or members constituting a quorum;
(3) The right of members or stockholders to vote by proxy or by mail or by both, and the conditions, manner, form, and effect of these votes;
(4) The number of directors constituting a quorum;
(5) The qualifications, compensation, duties, and term of office of directors and officers; time of their election; and the mode and manner of giving notice thereof;
(6) Penalties for violations of the bylaws;
(7) The amount of entrance, organization, and membership fees, if any; the manner and method of collection of the fees; and the purposes for which they may be used;
(8) (A) The amount which each member or stockholder shall be required to pay annually or from time to time, if at all, to carry on the business of the association;
(B) The charge, if any, to be paid by each member or stockholder for services rendered by the association to him or her and the time of payment and the manner of collection; and
(C) The marketing contract between the association and its members or stockholders, which every member or stockholder may be required to sign; and
(9) (A) The number and qualification of members or stockholders of the association and the conditions precedent to membership or ownership of common stock;
(B) The method, time, and manner of permitting members to withdraw or the holders of common stock to transfer their stock;
(C) The manner of assignment and transfer of the interest of members and the shares of common stock;
(D) The conditions upon which the membership of any member shall cease;
(E) The automatic suspension of the rights of a member when he or she ceases to be eligible for membership in the association and the mode, manner, and effect of the expulsion of a member; and
(F) (i) The manner of determining the value of a member's interest and provision for its purchase by the association upon the death or withdrawal of a member or stockholder or upon the expulsion of a member or forfeiture of his or her membership or, at the option of the association, by a conclusive appraisal by the board of directors.
(ii) In case of withdrawal or expulsion of a member, the board of directors shall equitably and conclusively appraise his or her property interests in the association and shall fix the amount thereof in money, which shall be paid to him or her within one (1) year after the expulsion or withdrawal.