8.08 Committees in Incorporated Associations

• Library: South Carolina Community Association Law: Condominiums and Homeowners Associations (SCBar) (2019 Ed.)

8.08 Committees in Incorporated Associations

Unless prohibited or limited by the articles of incorporation or bylaws, the board of directors may create one or more committees of the board and appoint members of the board to serve on them, with each committee having two or more directors who serve at the pleasure of the board.⁵¹⁶ Creation of a committee and appointment of members to it has to be approved by the greater of a majority of all the directors in office when the action is taken or the number of directors required by the articles or bylaws to take action.⁵¹⁷ The provisions of the South Carolina Nonprofit Corporation Act — §§ 33-31-820 through 33-31-824 — governing meetings, action without meetings, notice and waiver of notice, and quorum and voting requirements of the board, apply to committees of the board and their members.⁵¹⁸ To the extent specified by the board of directors or in the articles or bylaws, each committee of the board may exercise the board's statutory authority,⁵¹⁹ however, a committee may not authorize distributions, approve or recommend to members dissolution, merger, or the sale, pledge, or transfer of all or substantially all of the corporation's assets, select, appoint, or remove directors or fill vacancies on the board or on any of its committees, or adopt, amend, or repeal the articles or...