Section 23-17-15-5 - Quorum; affirmative vote of majority of directors constitutes act of board(a) Except as otherwise provided in this article, articles of incorporation, or bylaws, a quorum of a board of directors consists of a majority of the directors in office immediately before a meeting begins. Articles of incorporation or bylaws may not authorize a quorum of fewer than the greater of the following: (1) One-third (1/3) of the number of directors in office.(b) If a quorum is present in person when a vote is taken, the affirmative vote of a majority of directors:(1) who are present in person; or(2) in the case of a mutual benefit corporation that:(A) is an electric cooperative; and(B) has at least one (1) member that is a corporation formed under IC 8-1-13; who are present in person or by proxy as provided under section 5.5 of this chapter;
when the act is taken is the act of the board of directors unless this article, articles of incorporation, or bylaws require the vote of a greater number of directors.
Amended by P.L. 98-2017,SEC. 1, eff. 7/1/2017.As added by P.L. 179-1991, SEC.1.