(a) A majority of the number of directors fixed by the bylaws, or in the absence of a bylaw fixing the number of directors, then of the number stated in the certificate of formation, shall constitute a quorum for the transaction of business, unless otherwise provided in the governing documents of the nonprofit corporation; but in no event shall a quorum consist of less than one-third of the number of directors so fixed or stated. The act of the majority of the directors present at a meeting at which a quorum is present shall be the act of the board of directors, unless the act of a greater number is required by this title or this chapter or by the nonprofit corporation's governing documents.
(b) If a quorum is present when the meeting is convened, the directors present may continue to do business, taking action by a vote of a majority of a quorum as fixed above, until adjournment, notwithstanding the withdrawal of enough directors to leave less than a quorum as fixed above, or the refusal of any director present to vote.
Structure Code of Alabama
Title 10A - Alabama Business and Nonprofit Entities Code.
Chapter 3 - Nonprofit Corporations.
Article 2 - Substantive Provisions.
Division A - Members and Directors.
Section 10A-3-2.02 - Meetings of Members, Remote Communication.
Section 10A-3-2.03 - Notice of Members' Meetings.
Section 10A-3-2.04 - Waiver of Notice.
Section 10A-3-2.05 - Voting of Members.
Section 10A-3-2.06 - Quorum of Members.
Section 10A-3-2.07 - Greater Voting Requirements.
Section 10A-3-2.08 - Governing Authority; Board of Directors.
Section 10A-3-2.09 - Number and Election of Directors; Terms; Removal From Office.
Section 10A-3-2.10 - Board of Directors; Vacancies.
Section 10A-3-2.11 - Quorum of Directors.
Section 10A-3-2.12 - Board of Directors; Committees.
Section 10A-3-2.13 - Place and Notice of Directors' Meetings; Committee Meetings.
Section 10A-3-2.14 - Action by Members or Directors Without Meeting.