10-3822. Call and notice of meetings


A. Unless the articles of incorporation, bylaws or subsection C of this section
provide otherwise, regular meetings of the board of directors may be held without notice
of the date, time, place or purpose of the meeting.


B. Unless the articles of incorporation, bylaws or subsection C of this section
provide otherwise, special meetings of the board of directors shall be preceded by at
least two days' notice of the date, time and place of the meeting. The notice need not
describe the purpose of the special meeting unless required by the articles of
incorporation or bylaws.


C. In corporations without members any board action to remove a director or to
approve a matter that would require approval by the members if the corporation had
members is not valid unless each director is given at least two days' written notice that
the matter will be voted on at a directors' meeting or unless notice is waived pursuant
to section 10-3823.


D. Unless the articles of incorporation or bylaws provide otherwise, the presiding
officer of the board of directors, the president or twenty per cent of the directors then
in office may call and give notice of a meeting of the board.