§ 23-18-320 - Meetings of members.
23-18-320. Meetings of members.
(a) Meetings of members may be held at such place as may be provided in the bylaws. In the absence of any such provision, all meetings shall be held in the principal office of the corporation in this state.
(b) An annual meeting of the members shall be held at such time as may be provided in the bylaws. Failure to hold the annual meeting at the designated time shall not work forfeiture or dissolution of the corporation.
(c) Special meetings of the members may be called by the president, by the board of directors, by a petition signed by not less than one-tenth (1/10) of all the members, or by such other officers or persons as may be provided in the articles of incorporation or the bylaws.
(d) (1) Written or printed notice stating the place, day, and hour of the meeting of members and, in the case of a special meeting, the purposes for which the meeting is called shall be delivered not fewer than (10) days nor more than thirty (30) days before the date of the meeting, either personally or by mail, by or at the direction of the president or the secretary or the officers or persons calling the meeting, to each member of record entitled to vote at the meeting. If mailed, the notice shall be deemed to be delivered when deposited in the United States mails in a sealed envelope addressed to the member at his or her address as it appears on the records of the corporation with postage thereon prepaid.
(2) Notice of meetings of members may be waived in writing.
(e) Each member present shall be entitled to one (1) and only one (1) vote on each matter submitted to a vote at a meeting of members, but voting by proxy or by mail may be provided for in the bylaws.
(f) Unless otherwise provided in the articles of incorporation or bylaws, a majority of the members present in person or represented by proxy shall constitute a quorum for the transaction of business at a meeting of members, but if voting by mail is provided for in the bylaws, members so voting shall be counted as if present.