(a) General rule.--
(1) Any notice required to be given to any person under the provisions of this subpart or by the articles or bylaws of any business corporation shall be given to the person either personally or by delivering a copy thereof:
(i) By first class or express mail, postage prepaid, or courier service, charges prepaid, to the postal address of the person appearing on the books of the corporation or, in the case of directors, supplied by the director to the corporation for the purpose of notice. Notice pursuant to this subparagraph shall be deemed to have been given to the person entitled thereto when deposited in the United States mail or with a courier service for delivery to that person.
(ii) By facsimile transmission, e-mail or other electronic communication to the facsimile number or address for e-mail or other electronic communications supplied by the person to the corporation for the purpose of notice. Notice pursuant to this subparagraph shall be deemed to have been given to the person entitled thereto when sent.
(2) A notice of meeting shall specify the day and hour and geographic location, if any, of the meeting and any other information required by any other provision of this subpart. A notice of meeting may include other information if the information required by this subpart appears conspicuously at or near the beginning of the notice.
(b) Adjourned shareholder meetings.--When a meeting of shareholders is adjourned, it shall not be necessary to give any notice of the adjourned meeting or of the business to be transacted at an adjourned meeting, other than by announcement at the meeting at which the adjournment is taken, unless the board fixes a new record date for the adjourned meeting or this subpart requires notice of the business to be transacted and such notice has not previously been given.
(c) Bulk mail notice.--A corporation that is not a closely held corporation and that gives notice by mail of any regular or special meeting of the shareholders (or any other notice required by this subpart or by the articles or bylaws to be given to all shareholders or to all holders of a class or series of shares) at least 20 days prior to the day named for the meeting or any corporate or shareholder action specified in the notice may use any class of postpaid mail.
(d) Cross references.--See sections 2522 (relating to adjournment or postponement of meeting of shareholders), 2528 (relating to notice of shareholder meetings) and 3133 (relating to notice of meetings of members of mutual insurance companies).
(Dec. 19, 1990, P.L.834, No.198, eff. imd.; June 22, 2001, P.L.418, No.34, eff. 60 days; Nov. 3, 2022, P.L.1791, No.122, eff. 60 days)
2022 Amendment. Act 122 amended subsecs. (a) and (d).
Cross References. Section 1702 is referred to in sections 229, 2522, 1759, 1766, 2545 of this title.
Structure Pennsylvania Consolidated & Unconsolidated Statutes
Pennsylvania Consolidated & Unconsolidated Statutes
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 17 - Officers, Directors and Shareholders
Section 1701 - Applicability of subchapter
Section 1702 - Manner of giving notice
Section 1703 - Place and notice of meetings of board of directors
Section 1704 - Place and notice of meetings of shareholders
Section 1705 - Waiver of notice
Section 1706 - Modification of proposal contained in notice
Section 1707 - Exception to requirement of notice
Section 1708 - Use of conference telephone or other electronic technology
Section 1709 - Conduct of shareholders meeting
Section 1711 - Alternative provisions
Section 1712 - Standard of care, justifiable reliance and business judgment rule
Section 1713 - Personal liability of directors
Section 1714 - Presumption of assent
Section 1715 - Exercise of powers generally
Section 1716 - Alternative standard
Section 1717 - Limitation on standing
Section 1718 - Inconsistent articles ineffective
Section 1719 - Renunciation of business opportunities
Section 1721 - Board of directors
Section 1722 - Qualifications of directors
Section 1723 - Number of directors
Section 1724 - Term of office of directors
Section 1725 - Selection of directors
Section 1726 - Removal of directors
Section 1727 - Quorum of and action by directors
Section 1728 - Interested directors or officers; quorum
Section 1729 - Voting rights of directors
Section 1730 - Compensation of directors
Section 1731 - Executive and other committees of the board
Section 1733 - Removal of officers and agents
Section 1734 - Officer's standard of care and justifiable reliance
Section 1735 - Personal liability of officers
Section 1741 - Third-party actions
Section 1742 - Derivative and corporate actions
Section 1743 - Mandatory indemnification
Section 1744 - Procedure for effecting indemnification
Section 1745 - Advancing expenses
Section 1746 - Supplementary coverage
Section 1747 - Power to purchase insurance
Section 1748 - Application to surviving or new corporations
Section 1749 - Application to employee benefit plans
Section 1750 - Duration and extent of coverage
Section 1755 - Time of holding meetings of shareholders
Section 1757 - Action by shareholders
Section 1758 - Voting rights of shareholders
Section 1759 - Voting and other action by proxy
Section 1760 - Voting by fiduciaries and pledgees
Section 1761 - Voting by joint holders of shares
Section 1762 - Voting by corporations
Section 1763 - Determination of shareholders of record
Section 1765 - Judges of election
Section 1766 - Consent of shareholders in lieu of meeting
Section 1767 - Appointment of custodian of corporation on deadlock or other cause
Section 1768 - Voting trusts and other agreements among shareholders
Section 1769 - Minors as securityholders
Section 1770 - Interested shareholders (Repealed)
Section 1781 - Derivative action
Section 1782 - Eligible shareholder plaintiffs and security for costs
Section 1783 - Special litigation committee
Section 1784 - Proceeds and expenses
Section 1791 - Corporate action subject to subchapter