3 Nonprofit Corporations

Index

• 3.0 Introduction
• 3.1 General Powers of Nonprofit Corporations
• 3.2 Challenging a Corporate Act
• 3.3 Members and Membership
• 3.3.1 Equality of Membership Rights
• 3.3.2 Member Liability to Third Parties
• 3.3.3 Creditor's Action Against Members
• 3.3.4 Member's Liability for Assessments
• 3.3.5 Resignation of Members
• 3.3.6 Termination and Suspension of Members
• 3.3.7 Derivative Suits
• 3.4 Membership Meetings and Voting
• 3.4.1 Annual and Special Membership Meetings
• 3.4.2 Court Ordered Membership Meetings
• 3.4.3 Notice of Membership Meetings
• 3.4.4 Waiver of Notice of Membership Meetings
• 3.4.5 Record Date for Determining Members Entitled to Notice and Vote
• 3.4.6 Action by Written Ballot
• 3.4.7 Member Action by Written Consent
• 3.5 Member Voting
• 3.5.1 Quorum
• 3.5.2 Proxies
• 3.5.3 Cumulative Voting
• 3.5.4 Acceptance of Votes
• 3.6 Board of Directors
• 3.6.1 Delegation of Board Power
• 3.6.2 Qualifications for the Board of Directors
• 3.6.3 Number of Directors
• 3.6.4 Manner of Election of Board Members
• 3.6.5 Term of Directors
• 3.6.6 Staggered Terms of Directors
• 3.6.7 Resignation of Directors
• 3.6.8 Removal of Directors
• 3.6.9 Vacancies on the Board of Directors
• 3.6.10 Compensation of Directors
• 3.7 Meetings and Actions of the Board
• 3.7.1 Quorum and Voting of Directors
• 3.7.2 Committees of the Board
• 3.8 Standards of Conduct
• 3.8.1 Director Liability for Unlawful Distributions
• 3.9 Officers of the Corporation
• 3.10 Indemnification of Directors and Officers
• 3.10.1 Authority to Indemnify
• 3.10.2 Mandatory Indemnification
• 3.11 Director's Conflicting Interest Transactions
• 3.12 Amendment of Articles of Incorporation and Bylaws
• 3.13 Corporate Records
• 3.14 Inspection of Corporate Records by Members
• 3.15 Corporate Reports
• 3.16 Liability for False Statements
• 3.17 Notice
• 4.0 Introduction