North Dakota Code 10-33-65 – Annual meetings of voting members
1. Unless the articles or bylaws provide otherwise, a corporation with voting members shall hold at least an annual meeting of voting members.
Terms Used In North Dakota Code 10-33-65
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- written: include "typewriting" and "typewritten" and "printing" and "printed" except in the case of signatures and when the words are used by way of contrast to typewriting and printing. See North Dakota Code 1-01-37
2. If an annual meeting of voting members has not been held during the preceding fifteen months, at least fifty members with voting rights or ten percent of the members with voting rights, whichever is less, may demand an annual meeting of members by written notice of demand given to the president or the secretary of the corporation.
Within thirty days after receipt of the demand, the board shall cause a meeting of members to be called and held at the expense of the corporation on notice no later than ninety days after receipt of the demand. If the board fails to cause a meeting to be called and held as required by this subsection, the members with voting rights making the demand may call the meeting at the expense of the corporation by giving notice as required by section 10-33-68.
3. An annual meeting of members must be held at the time and place stated in or fixed in accordance with the articles or bylaws. If a place is not stated or if a demand for a meeting is made under subsection 2, the meeting must be held in the county where the principal executive office of the corporation is located. To the extent authorized in the articles or bylaws, the board may determine that an annual meeting of the members shall be held solely by means of remote communication in accordance with subsection 2 of section 10-33-75.
4. At an annual meeting of members:
a. There must be an election of successors for directors elected by members and whose terms have expired or whose terms expire at an annual meeting; b. There must be a report on the activities and financial condition of the corporation; and c. The members shall consider and act upon other matters as may be raised consistent with the notice of meeting requirements.
5. The failure to hold a meeting in accordance with the articles or bylaws does not affect the validity of a corporate action.