Maryland Code § CA-5-202

Section CA-5-202
Open in Lexace · Ask the AI about this section
(a) The charter of each nonstock corporation formed after June 1, 1951,
shall provide that the corporation has no authority to issue capital stock.
(b) Notwithstanding any other provision of this article, the charter or
bylaws of a nonstock corporation may:
(1) Divide the directors or members of the corporation into classes;
(2) Prescribe the tenure and conditions of service of its directors, but
no class of directors may be elected to serve for a period shorter than the interval
between annual meetings unless:
(i) All or a class of directors must be members; and
(ii) Qualifications for membership have the effect of shortening
their tenure of service;
(3) Provide that an individual may serve as a director by reason of
serving in a specified office or position within or outside the corporation and prescribe
that the individual shall serve as a director during the individual's service in the
specified office or position;
(4) Prescribe the rights, privileges, and qualifications of its members;
(5) Prescribe the manner of giving notice of any meeting of its
members;
(6) Provide for the number or proportion of voting members whose
presence in person or by proxy constitutes a quorum at any meeting of its members;

(7) Provide that any action may be taken or authorized by any
number or proportion of the votes of all its members or all its directors entitled to
vote;
(8) Deny or limit the right of its members to vote by proxy;
(9) Provide for the right of members to vote by mail or by electronic
transmission on a stated proposal or for the election of directors or any officers who
are elected by members;
(10) Regulate the management of the business and affairs of the
corporation; and
(11) Regulate the exercise or allocation of voting power between or
among the directors and members.

‹ Prev All Maryland sections Next ›


Lexace provides legal information, not legal advice, and no attorney–client relationship is created. Statute text is provided for general information and may not reflect the most recent amendments; verify against the official state code.