1. (1) After incorporation:

   1. (a) if initial directors are named in the articles of incorporation, the initial directors may hold an organizational meeting, at the call of a majority of the initial directors, to complete the organization of the nonprofit corporation by:

      1. (i) appointing officers;
      2. (ii) adopting bylaws, if desired; and
      3. (iii) carrying on any other business brought before the meeting; or

   2. (b) if initial directors are not named in the articles of incorporation, until directors are elected, the incorporators may hold an organizational meeting at the call of a majority of the incorporators to do whatever is necessary and proper to complete the organization of the nonprofit corporation, including:

      1. (i) the election of directors and officers;
      2. (ii) the appointment of members; and
      3. (iii) the adoption and amendment of bylaws.

2. (2) Action required or permitted by this chapter to be taken by incorporators at an organizational meeting may be taken without a meeting if the action taken is evidenced by one or more written consents that:

   1. (a) describe the action taken; and
   2. (b) are signed by each incorporator.
3. (3) An organizational meeting may be held in or out of this state.

Enacted by Chapter 300, 2000 General Session