2010 Pennsylvania Code
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 17 - Officers, Directors and Shareholders
1755 - Time of holding meetings of shareholders.


                               SUBCHAPTER E
                               SHAREHOLDERS

     Sec.
     1755.  Time of holding meetings of shareholders.
     1756.  Quorum.
     1757.  Action by shareholders.
     1758.  Voting rights of shareholders.
     1759.  Voting and other action by proxy.
     1760.  Voting by fiduciaries and pledgees.
     1761.  Voting by joint holders of shares.
     1762.  Voting by corporations.
     1763.  Determination of shareholders of record.
     1764.  Voting lists.
     1765.  Judges of election.
     1766.  Consent of shareholders in lieu of meeting.
     1767.  Appointment of custodian of corporation on deadlock or
            other cause.
     1768.  Voting trusts and other agreements among shareholders.
     1769.  Minors as securityholders.
     1770.  Interested shareholders (Repealed).

        Enactment.  Subchapter E was added as Subchapter D December
     21, 1988, P.L.1444, No.177, effective October 1, 1989, and was
     relettered to Subchapter E December 19, 1990, P.L.834, No.198,
     effective immediately.
     § 1755.  Time of holding meetings of shareholders.
        (a)  Regular meetings.--The bylaws of a business corporation
     may provide for the number and the time of meetings of
     shareholders. Except as otherwise provided in the articles, at
     least one meeting of the shareholders shall be held in each
     calendar year for the election of directors at such time as
     shall be provided in or fixed pursuant to authority granted by
     the bylaws. Failure to hold the annual or other regular meeting
     at the designated time shall not work a dissolution of the
     corporation or affect otherwise valid corporate acts. If the
     annual or other regular meeting is not called and held within
     six months after the designated time, any shareholder may call
     the meeting at any time thereafter.
        (b)  Special meetings.--Special meetings of the shareholders
     may be called at any time:
            (1)  by the board of directors;
            (2)  unless otherwise provided in the articles, by
        shareholders entitled to cast at least 20% of the votes that
        all shareholders are entitled to cast at the particular
        meeting; or
            (3)  by such officers or other persons as may be provided
        in the bylaws.
     At any time, upon written request of any person who has called a
     special meeting, it shall be the duty of the secretary to fix
     the time of the meeting which, if the meeting is called pursuant
     to a statutory right, shall be held not more than 60 days after
     the receipt of the request. If the secretary neglects or refuses
     to fix the time of the meeting, the person or persons calling
     the meeting may do so. See section 2521 (relating to call of
     special meetings of shareholders).
        (c)  Adjournments.--Adjournments of any regular or special
     meeting may be taken but any meeting at which directors are to
     be elected shall be adjourned only from day to day, or for such
     longer periods not exceeding 15 days each as the shareholders
     present and entitled to vote shall direct, until the directors
     have been elected. See section 2522 (relating to adjournment of
     meetings of shareholders).
        (d)  Cross reference.--See section 1106(b)(4) (relating to
     uniform application of subpart).
     (Dec. 19, 1990, P.L.834, No.198, eff. imd.)

        1990 Amendment.  Act 198 amended subsec. (a) and added
     subsec. (d).
        Cross References.  Section 1755 is referred to in section
     1106 of this title.

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