2010 Pennsylvania Code
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 57 - Officers, Directors and Members
5761 - Determination of members of record.

     § 5761.  Determination of members of record.
        (a)  Fixing record date.--Unless otherwise restricted in the
     bylaws, the board of directors of a nonprofit corporation may
     fix a time, not more than 70 days prior to the date of any
     meeting of members or any adjournment thereof, as a record date
     for the determination of the members entitled to notice of, or
     to vote at, such meeting. In such case only members of record on
     the date so fixed shall so be entitled notwithstanding any
     increase or other change in membership on the books of the
     corporation after any record date fixed as aforesaid. Unless
     otherwise restricted in the bylaws, the board of directors may
     similarly fix a record date for the determination of members of
     record for any other purpose.
        (b)  Determination when no record date fixed.--Unless
     otherwise restricted in the bylaws, if no record date is fixed:
            (1)  The record date for determining members entitled to
        notice of or to vote at a meeting of members shall be at the
        close of business on the day next preceding the day on which
        notice is given, or, if notice is waived, at the close of
        business on the day next preceding the day on which the
        meeting is held.
            (2)  The record date for determining members entitled to
        express consent or dissent to corporate action in writing
        without a meeting, when no prior action by the board of
        directors or other body is necessary, shall be the day on
        which the first written consent or dissent is expressed.
            (3)  The record date for determining members for any
        other purpose shall be at the close of business on the day on
        which the board of directors or other body adopts the
        resolution relating thereto.

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