§ 7-1.2-201 - Incorporators and organization of the corporation.

SECTION 7-1.2-201

   § 7-1.2-201  Incorporators and organizationof the corporation. – (a) One or more individuals may act as incorporator or incorporators of acorporation by filing articles of incorporation for the corporation with thesecretary of state.

   (b) After incorporation:

   (1) If initial directors are named in the articles ofincorporation, the initial directors shall hold an organizational meeting, atthe call of a majority of the directors, to complete the organization of thecorporation by appointing officers, adopting bylaws, and transacting on anyother business to come before the meeting.

   (2) If initial directors are not named in the articles ofincorporation, the incorporator or incorporators shall hold an organizationalmeeting at the call of the majority of the incorporators:

   (i) To elect directors and complete the organization of thecorporation; or

   (ii) To elect a board of directors who will complete theorganization of the corporation.

   (c) The incorporator or incorporators calling a meeting underthis section shall give at least three (3) days' notice of the meeting by mailto each incorporator. The notice must state the time and place of the meeting.

   (d) The act or decision done or made by a majority of theincorporators are the act of the incorporators, provided that an actionpermitted to be taken at the meeting or meetings of incorporators under thissection may be taken without a meeting if a consent, in writing, stating theaction to be taken, is signed by all of the incorporators.