55A-7-04. Action by written consent.
(a) Action required or permitted by this Chapter to be taken at a meeting of members may be taken without a meeting if the action is taken by all members entitled to vote on the action. The action shall be evidenced by one or more written consents describing the action taken, signed before or after such action by all members entitled to vote on the action, and delivered to the corporation for inclusion in the minutes or filing with the corporate records. Except as limited by the articles of incorporation or bylaws, a member's consent to action taken without a meeting may be in electronic form and delivered by electronic means.
(b) If not otherwise determined under G.S. 55A-7-03 or G.S. 55A-7-07, the record date for determining members entitled to take action without a meeting is the date the first member signs the consent under subsection (a) of this section.
(c) A consent signed under this section has the effect of a meeting vote and may be described as such in any document. (1977, c. 193, s. 2; 1993, c. 398, s. 1; 2008-37, s. 4; 2021-162, s. 2(i).)
Structure North Carolina General Statutes
North Carolina General Statutes
Chapter 55A - North Carolina Nonprofit Corporation Act
Article 7 - Members' Meetings and Voting; Derivative Proceedings.
§ 55A-7-01 - Annual and regular meetings.
§ 55A-7-03 - Court-ordered meeting.
§ 55A-7-04 - Action by written consent.
§ 55A-7-05 - Notice of meeting.
§ 55A-7-06 - Waiver of notice.
§ 55A-7-08 - Member action by written ballot or electronic voting without a meeting.
§ 55A-7-09 - Remote participation in meetings; meetings held solely by remote participation.
§ 55A-7-20 - Members' list for meeting.
§ 55A-7-21 - Voting entitlement generally.
§ 55A-7-22 - Quorum requirements.
§ 55A-7-23 - Voting requirements.
§ 55A-7-25 - Voting for directors; cumulative voting.
§ 55A-7-26 - Other methods of electing directors.
§ 55A-7-27 - Corporation's acceptance of votes.