Iowa § 504.702 Special meeting

Iowa Statutes

§ 504.702 — Special meeting

Iowa § 504.702

Title XIIBUSINESS ENTITIES

Ch. 504REVISED IOWA NONPROFIT CORPORATION ACT

This text of Iowa § 504.702 (Special meeting) is published on Counsel Stack Legal Research, covering Iowa primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Iowa Code § 504.702 (2026).

Text

1.A corporation with members shall hold a special meeting of members when either of the following occurs:

a.At the call of its board or the person or persons authorized to do so by the corporation’s articles or bylaws.

b.Except as provided in the articles or bylaws of a corporation, if the holders of at least five percent of the voting power of any corporation sign, date, and deliver to any corporate officer one or more written demands for the meeting describing the purpose for which it is to be held. Unless otherwise provided in the articles of incorporation, a written demand for a special meeting may be revoked by a writing to that effect received by the corporation prior to the receipt by the corporation of demands sufficient in number to require the holding of a special meeting.

2.

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1. A corporation with members shall hold a special meeting of members when either of
the following occurs:
a. At the call of its board or the person or persons authorized to do so by the corporation’s
articles or bylaws.
b. Except as provided in the articles or bylaws of a corporation, if the holders of at least
five percent of the voting power of any corporation sign, date, and deliver to any corporate
officer one or more written demands for the meeting describing the purpose for which it is to
be held. Unless otherwise provided in the articles of incorporation, a written demand for a
special meeting may be revoked by a writing to that effect received by the corporation prior
to the receipt by the corporation of demands sufficient in number to require the holding of a
special meeting.
2. The close of business on the thirtieth day before delivery of the demand for a special
meeting to any corporate officer is the record date for the purpose of determining whether
the five percent requirement of subsection 1, paragraph “b”, has been met.
3. If a notice for a special meeting demanded under subsection 1, paragraph “b”, is not
given pursuant to section 504.705 within thirty days after the date the written demand or
demands are delivered to a corporate officer, regardless of the requirements of subsection
4, a person signing the demand may set the time and place of the meeting and give notice
pursuant to section 504.705.
4. Special meetings of members may be held in or out of this state at a place stated in or
fixed in accordance with the bylaws. If a place is not stated or fixed in accordance with the
bylaws, special meetings shall be held at the corporation’s principal office.
4A. The board may hold a special meeting for members solely by means of remote
communication in accordance with section 504.702A and in that case the notice shall
describe how members may participate in the meeting.
5. Onlythosemattersthatarewithinthepurposedescribedinthemeetingnoticerequired
by section 504.705 may be considered at a special meeting of members.