47-23-5. Special meetings--Electronic communication.
Special meetings of the members of a corporation may be called by the president or by the board of directors. Special meetings of the members may also be called by such other officers or persons or number or proportion of members as may be provided in the articles of incorporation or the bylaws. In the absence of a provision fixing the number or proportion of members entitled to call a meeting, a special meeting of members may be called by members having one-twentieth of the votes entitled to be cast at such meeting. The call of a special meeting may provide that the meeting be held by any means of electronic communication that allows the members to:
(1)Substantially see or hear the proceedings concurrently with their occurrence;
(2)Vote on matters submitted to the members; and
(3)Pose questions and make comments.
Source: SL 1965, ch 24, §15; SL 2021, ch 195, § 3, eff. Mar. 3, 2021.
Structure South Dakota Codified Laws
Chapter 23 - Nonprofit Corporations--Members, Directors, Officers And Agents
Section 47-23-2 - Exoneration from personal liability.
Section 47-23-3 - Members' meetings--Time and place.
Section 47-23-4 - Annual members' meeting--Time and place--Failure to hold meeting.
Section 47-23-5 - Special meetings--Electronic communication.
Section 47-23-6 - Taking action without meeting--Written consent--Effect of written consent.
Section 47-23-7 - Notice to members of meeting--Manner of giving notice.
Section 47-23-9 - Voting procedure--Proxy votes--Ballots.
Section 47-23-10 - Cumulative voting for directors.
Section 47-23-11 - Corporations without members entitled to vote--Powers of directors.
Section 47-23-13 - Board of directors--Qualifications of directors.
Section 47-23-15 - First board of directors--Term of office.
Section 47-23-16 - Election or appointment of directors--Term of office.
Section 47-23-17 - Classes of directors--Term of office.
Section 47-23-18 - Removal of directors.
Section 47-23-20 - Quorum of directors--Provisions of articles or bylaws as governing.
Section 47-23-21 - Meetings by teleconference.
Section 47-23-22 - Committees--Authority and function--Responsibility of board of directors.
Section 47-23-23 - Articles or bylaws as governing vote of directors.
Section 47-23-25 - Removal of officers--Contract rights unaffected.
Section 47-23-26 - Notice to members or directors--Written waiver.
Section 47-23-28 - Definition of terms.
Section 47-23-30 - Person not immune where negligent operation of vehicle caused injury.
Section 47-23-31 - Effect on other statutes concerning immunity.