17-6008

Chapter 17.--CORPORATIONS
Article 60.--FORMATION OF CORPORATIONS

      17-6008.   Organization meeting of incorporators or directors named inarticles of incorporation; purpose; notice; meeting not required, when.(a) After the filing of the articles of incorporation an organizationmeeting of the incorporator or incorporators, or of the board of directorsif the initial directors were named in the articles of incorporation, shallbe held, either within or without this state, at the call of a majority ofthe incorporators or directors, as the case may be, for the purposes of:(1) Adopting bylaws, unless a different provision is made in the articlesof incorporation for the adoption thereof; (2) electing directors, if themeeting is of the incorporators, to serve or hold office until the firstannual meeting of stockholders or until their successors are elected andqualify; (3) electing officers if the meeting is of the directors; (4)doing any other or further acts to perfect the organization of thecorporation; and (5) transacting such other business as may come before themeeting.

      (b)   The persons calling the meeting shall give to each otherincorporator or director, as the case may be, at least two (2) days'written notice thereof by any usual means of communication, which noticeshall state the time, place and purposes of the meeting as fixed by thepersons calling it. Notice of the meeting need not be given to anyone whoattends the meeting or who signs a waiver of notice either before or afterthe meeting.

      (c)   Any action permitted to be taken at the organization meeting of theincorporators or directors, as the case may be, may be taken without ameeting if each incorporator or director, where there is more than one, orthe sole incorporator or director where there is only one, signs aninstrument which states the action so taken.

      History:   L. 1972, ch. 52, § 8; July 1.