47-23-27. Indemnification of corporate agents for liability from good faith acts on behalf of corporation. A nonprofit corporation may indemnify any person who was or is a party or is threatened to be made a party to any threatened pending or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative other than an […]
47-23-28. Definition of terms. Terms used in §§47-23-28 to 47-23-32, inclusive, mean: (1)”Free clinic,” a clinic in which health care services are offered voluntarily through a nonprofit corporation by health care professionals licensed or certified under the laws of this state to patients without charge or at a charge based on a sliding fee scale […]
47-23-29. Immunity of volunteers of nonprofit organizations, free clinics, certain hospitals, and governmental entities. Any volunteer, including any volunteer who is a licensed health care professional under Title 36, providing services on behalf of a nonprofit organization, a nonprofit corporation, a free clinic, any hospital organized pursuant to chapter 34-8, 34-9, or 34-10, or a […]
47-23-3. Members’ meetings–Time and place. Meetings of members of a corporation may be held via electronic communication or at such place, either within or without this state, as may be provided in the articles or bylaws. In the absence of any such provision, all meetings shall be held at the registered office of the corporation […]
47-23-30. Person not immune where negligent operation of vehicle caused injury. No immunity provided in §§47-23-28 to 47-23-32, inclusive, extends to any person causing personal injury or wrongful death resulting from the negligent operation of a motor vehicle. Source: SL 1987, ch 344, §3.
47-23-31. Effect on other statutes concerning immunity. Sections 47-23-28 to 47-23-32, inclusive, shall not be construed to constitute a modification or repeal of §§20-9-3, 20-9-4, 20-9-4.1, 34-48A-23, and 34-48A-24. Source: SL 1987, ch 344, §4.
47-23-32. Waiver of immunity to extent of risk sharing pool or liability insurance coverage–Volunteer serving as director, officer, or trustee exempt. To the extent that any volunteer, nonprofit corporation, nonprofit organization, governmental entity, or hospital organized pursuant to chapter 34-8, 34-9, or 34-10 participates in a risk sharing pool or purchases liability insurance and to […]
47-23-4. Annual members’ meeting–Time and place–Failure to hold meeting. An annual meeting of the members of a corporation shall be held at such time as may be provided in the bylaws. Failure to hold the annual meeting at the designated time shall not work a forfeiture or dissolution of the corporation. The articles of incorporation […]
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 […]
47-23-6. Taking action without meeting–Written consent–Effect of written consent. Any action required by chapters 47-22 to 47-28, inclusive, to be taken at a meeting of the members or directors of a corporation, or any action which may be taken at a meeting of the members or directors or of a committee of directors, may be […]
47-23-7. Notice to members of meeting–Manner of giving notice. Unless otherwise provided in the articles of incorporation or the bylaws, written notice stating the place, day, and hour of the meeting and, in the case of a special meeting, the purpose or purposes for which the meeting is called, shall be delivered not less than […]
47-23-8. Articles or bylaws as limiting right to vote–Vote in absence of limitation provision. The right of the members, or any class or classes of members, to vote may be limited, enlarged, or denied to the extent specified in the articles of incorporation or the bylaws. Unless so limited, enlarged, or denied, each member, regardless […]
47-23-9. Voting procedure–Proxy votes–Ballots. A member entitled to vote may vote in person or, unless the articles of incorporation or the bylaws otherwise provide, may vote by proxy executed in writing by the member or by his duly authorized attorney in fact. No proxy shall be valid after eleven months from the date of its […]