Go to Previous Versions
of
this Section
2023 Tennessee Code
Title 48 - CORPORATIONS AND ASSOCIATIONS (§§ 48-1-101 — 48-250-115)
NONPROFIT CORPORATIONS (§§ 48-51-101 — 48-69-123)
Chapter 52 - INCORPORATION (§§ 48-52-101 — 48-52-107)
Section 48-52-105 - Organization of corporation
Universal Citation:
TN Code § 48-52-105 (2023)
Learn more
This media-neutral citation is based
on the American Association of Law Libraries Universal Citation Guide and is not
necessarily the official citation.
- (a) After incorporation:
- (1) If initial directors are named in the charter, the initial directors shall hold an organizational meeting, at the call of a majority of the directors, to complete the organization of the corporation by appointing officers, adopting bylaws, and carrying on any other business brought before the meeting;
- (2) If initial directors are not named in the charter, the incorporator or incorporators shall hold an organizational meeting at the call of a majority of the incorporators and upon two (2) days' notice of the date, time, and place of the meeting to:
- (A) Elect directors and complete the organization of the corporation; or
- (B) Elect a board of directors who shall complete the organization of the corporation.
- (b) Action required or permitted by chapters 51-68 of this title to be taken by incorporators at an organizational meeting may be taken without a meeting. If all incorporators consent to taking such action without a meeting, the affirmative vote of the number of incorporators that would be necessary to authorize or take such action at a meeting is the act of the incorporators. The action must be evidenced by one (1) or more written consents describing the action taken, signed by each incorporator in one (1) or more counterparts, indicating each signing incorporator's vote or abstention on the action, and shall be included in the minutes or filed with the corporate records reflecting the action taken.
- (c) An organizational meeting may be held in or out of this state.
Acts 1987, ch. 242, § 2.05.
Disclaimer: These codes may not be the most recent version. Tennessee may have more current or accurate information. We make no warranties or guarantees about the accuracy, completeness, or adequacy of the information contained on this site or the information linked to on the state site. Please check official sources.
This site is protected by reCAPTCHA and the Google
Privacy Policy and
Terms of Service apply.