Board meetings: Call; notice. Notwithstanding any contrary provision of law or of its charter, if at any time during an acute emergency affecting any domestic organization, no person otherwise empowered to call meetings of its board is capable of acting, a meeting thereof may be called by any director or acting director, or if no director or acting director is capable of acting, by any officer or acting officer. If it is impracticable or impossible to give notice of a meeting of the board in the manner prescribed by charter and law, the person calling such a meeting may give notice thereof by making such reasonable efforts as circumstances may permit to notify each director and acting director of the time and place of the meeting, but need not specify the purposes thereof. Failure of any director or acting director to receive actual notice of a meeting of directors and acting directors shall not affect the power of the directors and acting directors present at such meeting to exercise the powers of an emergency board of directors as prescribed in this section. Nothing contained in this chapter shall be construed as requiring a meeting of the board of such an organization to be convened in any manner different from that prescribed by its charter and by the provisions of law other than this chapter.
Last modified: February 27, 2006