Indiana § 23-17-15-5 Quorum; affirmative vote of majority of directors constitutes act of
board

Indiana Statutes

§ 23-17-15-5 — Quorum; affirmative vote of majority of directors constitutes act of board

Indiana·Title 23 BUSINESS AND OTHER ASSOCIATIONS·Art. 17 NONPROFIT CORPORATIONS·Ch. 15 Meetings and Action of Board of Directors

(a)Except as otherwise provided in this article, articles of incorporation, or bylaws, a quorum of a board of directors consists of a majority of the directors in office immediately before a meeting begins. Articles of incorporation or bylaws may not authorize a quorum of fewer than the greater of the following:

(1)One-third (1/3) of the number of directors in office.

(2)Two (2) directors.

(b)If a quorum is present in person when a vote is taken, the affirmative vote of a majority of directors:

(1)who are present in person; or

(2)in the case of a mutual benefit corporation that:

(A)is an electric cooperative; and

(B)has at least one (1) member that is a corporation formed under IC 8-1-13; who are present in person or by proxy as provided under section 5.5 of this chapter; when the

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(a) Except as otherwise provided in this
article, articles of incorporation, or bylaws, a quorum of a board of
directors consists of a majority of the directors in office immediately
before a meeting begins. Articles of incorporation or bylaws may not
authorize a quorum of fewer than the greater of the following:
(1) One-third (1/3) of the number of directors in office.
(2) Two (2) directors.
(b) If a quorum is present in person when a vote is taken, the
affirmative vote of a majority of directors:
(1) who are present in person; or
(2) in the case of a mutual benefit corporation that:
(A) is an electric cooperative; and
(B) has at least one (1) member that is a corporation formed
under IC 8-1-13;
who are present in person or by proxy as provided under section
5.5 of this chapter;
when the act is taken is the act of the board of directors unless this
article, articles of incorporation, or bylaws require the vote of a greater
number of directors.

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