Questions Relating to Board Meetings and Corporate Governance: Q. How many Board meetings are we required to have?
A. The baseline is set by state statute. Connecticut, New Jersey and New York each require that a not-for-profit corporation have at least one annual Board meeting. Beyond that minimum, a corporation is required to have at least as many meetings as specified in its corporate documents (e.g., certificate of incorporation and by-laws). Q. If there is a quorum at the start of a board meeting, but one or more directors leave the meeting bringing the number of those present below quorum, may the remaining directors continue to conduct business? A. Under the New Jersey State Nonprofit Law, once a quorum is destroyed no other business except for adjournment can take place. However, the New York Not-For Profit Corporation Law and the Connecticut Nonstock Corporation Act do not have such provisions. In states without a specific provision addressing this issue, various court cases have examined the intent of directors who wish to leave a meeting, thereby disrupting a quorum. These cases have rec
Related Questions
- Can Corporate Governance Variables Enhance the Prediction Power of Accounting-Based Financial Distress Prediction Models?
- Questions Relating to Board Meetings and Corporate Governance: Q. How many Board meetings are we required to have?
- How should companies measure value creation while charting out a corporate governance initiative?
