Membership Meeting Checklist


1. Adopt a recognized system of parliamentary procedure, and/or other parliamentary rules for conducting membership and board meetings. [CC §1363(d)]
2. Specify all matters intended to be presented at the meeting in the notice of the meeting.1L [CC §1363(e); Corp. Code 7511(a)]
3. Appoint 1 or 3 election inspectors well in advance of the annual meeting to perform the duties specified in the statute. [Corp. Code 7614]

4. Consult with the Association's accountant regarding the appropriate resolution, It needed, to adopt at the annual meeting for the treatment of any surplus income over expenses from the current fiscal year. [IRS Revenue Rulings]
5. Give written notice of membership meetings at least 10 and not more than 90 days before the meeting date. If notice is given by mail, and the notice is not mailed by first-class, registered, or certified mail, notice must be given at least 20 days before the meeting. Notice of meetings at which directors are to be elected must include the names of all those who are nominees at the time notice is given to members. [Corp. Code §75II] Corporations with more than 5000 members must have articles or bylaws that set a date for the close of nominations for the board. The date must be no less than 50 and no greater than 120 days before the election, and no nominations are permitted after that date. [Corp. Code §7522]
6. When a special meeting is called by a petition signed by the specified percentage of the members [Corp. Code §7510(e)], the Board must set the date, time and place of the meeting between 35 and 90 days after receipt of the petition and send notice within 20 days after receipt of the petition, or the persons signing the petition may give the notice. [Corp. Code §75Il(c)]
7. No membership meeting may be adjourned for more than 45 days. [Corp. Code §7511]
8. Written ballots to members (in place of a meeting) must meet many specific requirements to be valid. [Corp. Code §7513] ,
9. Any proxy distributed to 10 or more members in a corporation with 100 or more members must include the chance to specify a choice between approval or disapproval of each matter or group of related matters intended to be presented at the meeting. [Corp. Code §7514]
10. Every corporation must have reasonable nomination and election procedures given the nature, size and operations of the corporation. Certain specific requirements apply in corporations with 500 or more members and in corporations with 5000 or more members. Consult the statutes for details. [Corp. Code §7520-7525]
11. Consult the statute for details on proxy validity. [Corp. Code §§7517 and 7613]
12. Cumulative voting is authorized in most associations. The Corporations Code and many bylaws state that no one may vote cumulatively unless the candidate's name was placed in nomination before the voting, and someone gives notice prior to the voting of the intention to cumulate votes. As such, we recommend that the board give such notice before preparing and mailing any proxies. [Corp. Code §7615]
13. For 60 days after a membership meeting, the corporation must maintain the result all member votes at the meeting, including the number of memberships voting for, against and abstaining or withheld from voting. If the matter concerned director elections, it must keep a record of the number of memberships, or votes if voted cumulatively, cast for each nominee for director. The information must be provided to a member on written request. [Corp. Code §8325]