(1) After incorporation:
     (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:
            (i) appointing officers;
            (ii) adopting bylaws, if desired; and
            (iii) carrying on any other business brought before the meeting; or
     (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:
            (i) the election of directors and officers;
            (ii) the appointment of members; and
            (iii) the adoption and amendment of bylaws.

(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:
     (a) describe the action taken; and
     (b) are signed by each incorporator.

(3) An organizational meeting may be held in or out of this state. 

Enacted by Chapter 300, 2000 General Session