2006 Code of Virginia § 13.1-654 - Annual meeting

13.1-654. Annual meeting.

A. A corporation shall hold a meeting of shareholders annually at a timestated in or fixed in accordance with the bylaws, except that a corporationregistered under the Investment Company Act of 1940 is not required to holdan annual meeting in any year in which the election of directors is notrequired to be held under the Investment Company Act of 1940 unless thearticles of incorporation or bylaws of the corporation require an annualmeeting to be held.

B. Annual shareholders' meetings may be held at such place, in or out of thisCommonwealth, as may be provided in the bylaws or, where not inconsistentwith the bylaws, in the notice of the meeting.

C. If the articles of incorporation or bylaws so provide, shareholders mayparticipate in an annual meeting by use of any means of communication bywhich all shareholders participating may simultaneously hear each otherduring the meeting. A shareholder participating in a meeting by this means isdeemed to be present in person at the meeting.

D. The failure to hold an annual meeting at the time stated in or fixed inaccordance with a corporation's bylaws does not affect the validity of anycorporate action.

(Code 1950, 13.1-25; 1956, c. 428; 1975, c. 500; 1985, c. 522; 1990, c.228; 2003, c. 728; 2005, c. 765.)