Sec. 2.20. Organization of Corporation.

243 words·~1 min read·/il/chapter-805/act-5/2-20

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(a)If there are no preincorporation subscribers and if initial directors are not named in the articles of incorporation, a meeting of the incorporators shall be held at the call of a majority of the incorporators for the purpose of naming the initial directors.

(b)If there are preincorporation subscribers and if initial directors are not named in the articles of incorporation, the first meeting of shareholders shall be held after the filing of the articles of incorporation at the call of a majority of the incorporators for the purpose of:

(1)electing initial directors;

(2)adopting by-laws if the articles of incorporation so require or the shareholders so

determine;

(3)such other matters as shall be stated in the notice of the meeting.

(4)In lieu of a meeting, shareholder action may be taken by consent in writing pursuant

to Section 7.10 of this Act.

(c)The first meeting of the initial directors shall be held at the call of the majority of them for the purpose of:

(1)adopting by-laws if the shareholders have not adopted them;

(2)electing officers; and

(3)transacting such other business as may come before the meeting.

(d)At least three days written notice of an organizational meeting shall be given unless the persons entitled to such notice waive the same in writing, either before or after such meeting. An organizational meeting may be held either within or without this State.