355.236. Special meetings.

MISSOURI STATUTES AND CODES

Special meetings.

355.236. 1. A corporation with members shall hold aspecial meeting of members:

(1) On call of its board or the person or persons authorizedto do so by the articles or bylaws; or

(2) Except as provided in the articles or bylaws of a publicbenefit corporation which is a church or convention orassociation of churches if the holders of at least five percentof the voting power of any corporation sign, date, and deliver toany corporate officer one or more written demands for the meetingdescribing the purpose or purposes for which it is to be held.

2. The close of business on the thirtieth day beforedelivery of the demand or demands for a special meeting to anycorporate officer is the record date for the purpose ofdetermining whether the five-percent requirement of subsection 1of this section has been met.

3. If a notice for a special meeting demanded undersubdivision (2) of subsection 1 of this section is not givenpursuant to section 355.251 within thirty days after the date thewritten demand or demands are delivered to a corporate officer,regardless of the requirements of subsection 4 of this section, aperson signing the demand or demands may set the time and placeof the meeting and give notice pursuant to section 355.251.

4. Special meetings of members may be held in or out ofthis state at the place stated in or fixed in accordance with thebylaws. If no place is stated or fixed in accordance with thebylaws, special meetings shall be held at the corporation'sprincipal office, or at such other location as may be specifiedby the board of directors.

5. Only those matters that are within the purpose orpurposes described in the meeting notice required by section355.251 may be conducted at a special meeting of members.