A. A corporation shall hold a special meeting of members:
1. On call of the chairman of the board of directors, the president, theboard of directors, or the person or persons authorized to do so by thearticles of incorporation or bylaws; or
2. In the absence of a provision in the articles of incorporation or bylawsstating who may call a special meeting of members, a special meeting ofmembers may be called by members having one-twentieth of the votes entitledto be cast at such meeting.
B. Unless otherwise provided in the articles of incorporation, a writtendemand for a special meeting may be revoked by a writing, including anelectronic transmission, to that effect received by the corporation prior tothe receipt by the corporation of demands sufficient in number to require theholding of a special meeting.
C. If not otherwise fixed under § 13.1-840 or 13.1-844, the record date fordetermining members entitled to demand a special meeting is the date thefirst member signs the demand.
D. Special members' meetings may be held at such place in or out of theCommonwealth as may be provided in the bylaws or, where not inconsistent withthe bylaws, in the notice of the meeting.
E. If the articles of incorporation or bylaws so provide, members mayparticipate in a special meeting of members by use of any means ofcommunication by which all members participating may simultaneously hear eachother during the meeting. A member participating in a meeting by this meansis deemed to be present in person at the meeting.
F. Only business within the purpose or purposes described in the meetingnotice required by subsection C of § 13.1-842 may be conducted at a specialmembers' meeting.
(Code 1950, § 13.1-213; 1956, c. 428; 1975, c. 500; 1985, c. 522; 2007, c.925.)
A. A corporation shall hold a special meeting of members:
1. On call of the chairman of the board of directors, the president, theboard of directors, or the person or persons authorized to do so by thearticles of incorporation or bylaws; or
2. In the absence of a provision in the articles of incorporation or bylawsstating who may call a special meeting of members, a special meeting ofmembers may be called by members having one-twentieth of the votes entitledto be cast at such meeting.
B. Unless otherwise provided in the articles of incorporation, a writtendemand for a special meeting may be revoked by a writing, including anelectronic transmission, to that effect received by the corporation prior tothe receipt by the corporation of demands sufficient in number to require theholding of a special meeting.
C. If not otherwise fixed under § 13.1-840 or 13.1-844, the record date fordetermining members entitled to demand a special meeting is the date thefirst member signs the demand.
D. Special members' meetings may be held at such place in or out of theCommonwealth as may be provided in the bylaws or, where not inconsistent withthe bylaws, in the notice of the meeting.
E. If the articles of incorporation or bylaws so provide, members mayparticipate in a special meeting of members by use of any means ofcommunication by which all members participating may simultaneously hear eachother during the meeting. A member participating in a meeting by this meansis deemed to be present in person at the meeting.
F. Only business within the purpose or purposes described in the meetingnotice required by subsection C of § 13.1-842 may be conducted at a specialmembers' meeting.
(Code 1950, § 13.1-213; 1956, c. 428; 1975, c. 500; 1985, c. 522; 2007, c.925.)
A. A corporation shall hold a special meeting of members:
1. On call of the chairman of the board of directors, the president, theboard of directors, or the person or persons authorized to do so by thearticles of incorporation or bylaws; or
2. In the absence of a provision in the articles of incorporation or bylawsstating who may call a special meeting of members, a special meeting ofmembers may be called by members having one-twentieth of the votes entitledto be cast at such meeting.
B. Unless otherwise provided in the articles of incorporation, a writtendemand for a special meeting may be revoked by a writing, including anelectronic transmission, to that effect received by the corporation prior tothe receipt by the corporation of demands sufficient in number to require theholding of a special meeting.
C. If not otherwise fixed under § 13.1-840 or 13.1-844, the record date fordetermining members entitled to demand a special meeting is the date thefirst member signs the demand.
D. Special members' meetings may be held at such place in or out of theCommonwealth as may be provided in the bylaws or, where not inconsistent withthe bylaws, in the notice of the meeting.
E. If the articles of incorporation or bylaws so provide, members mayparticipate in a special meeting of members by use of any means ofcommunication by which all members participating may simultaneously hear eachother during the meeting. A member participating in a meeting by this meansis deemed to be present in person at the meeting.
F. Only business within the purpose or purposes described in the meetingnotice required by subsection C of § 13.1-842 may be conducted at a specialmembers' meeting.
(Code 1950, § 13.1-213; 1956, c. 428; 1975, c. 500; 1985, c. 522; 2007, c.925.)
