Title 13.1. Corporations
Chapter 10. Virginia Nonstock Corporation Act
This section has more than one version with varying effective dates. Scroll down to see all versions.
§ 13.1-838. (Effective until January 1, 2027) Annual meeting.
A. A corporation shall hold a meeting of members annually at a time stated in or fixed in accordance with the bylaws.
B. Except as otherwise determined by the board of directors acting pursuant to subsection C of § 13.1-844.2, meetings of members may be held at such place, in or out of the Commonwealth, as may be provided in the bylaws or, where not inconsistent with the bylaws, in the notice of the meeting.
C. The failure to hold an annual meeting at the time stated in or fixed in accordance with a corporation's bylaws does not affect the validity of any corporate action.
Code 1950, § 13.1-213; 1956, c. 428; 1975, c. 500; 1985, c. 522; 2007, c. 925; 2012, c. 706; 2018, c. 265.
§ 13.1-838. (Effective January 1, 2027) Annual meeting.
A. A corporation shall hold a meeting of members annually at a time stated in or fixed in accordance with the bylaws unless (i) directors are elected by written consent as permitted by § 13.1-841 or (ii) the board of directors authorizes the meeting to be conducted solely by ballots submitted electronically, by mail, or by a combination of the two.
B. Except as otherwise determined by the board of directors acting pursuant to subsection C of § 13.1-844.2, meetings of members may be held at such place, in or outside of the Commonwealth, at the place stated in or fixed in accordance with the bylaws or, if not inconsistent with the bylaws, in the notice of the meeting.
C. The failure to hold an annual meeting at the time stated in or fixed in accordance with a corporation's bylaws does not affect the validity of any corporate action.
Code 1950, § 13.1-213; 1956, c. 428; 1975, c. 500; 1985, c. 522; 2007, c. 925; 2012, c. 706; 2018, c. 265; 2026, cc. 393, 394.
