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- Alaska Statutes.
- Title 21. Insurance
- Chapter 69. Organization and Corporate Procedures
- Section 310. Meetings of Stockholders or Members.
previous: Section 300
. Bylaws of Stock Insurer.
next: Section 320
AS 21.69.310. Meetings of Stockholders or Members.
- (a) Meetings of stockholders or members of a domestic insurer shall be held in the city or town of its principal office or
place of business in this state. The meetings may be held, for good cause, in another location within the state upon
approval of the director.
- (b) A meeting of stockholders or members may not amend the insurer's articles of incorporation unless the proposal to
amend was included in the notice of the meeting.
- (c) Each insurer shall, during the first six months of each calendar year, hold the annual meeting of its stockholders or
members to fill vacancies existing or occurring in the board of directors, receive and consider reports of the
insurer's officers as to its affairs, and transact other business which may properly be brought before it. No less
than 20 days' notice shall be given of the meeting in the manner provided in the bylaws, except where notice of the
annual meeting of a mutual insurer is contained in its policies.
- (d) Special meetings of the stockholders or members may be called at any time for any purpose by the board of directors
upon not less than 10 days' notice as provided in the bylaws. The notice shall state the purpose of the meeting, and no
business may be transacted at the meeting if notice was not given.
- (e) If more than 15 months are allowed to elapse without an annual stockholders' or members' meeting being held, a
stockholder or member may call a meeting to be held. At any time, upon written request of a director, or of
stockholders or members holding in the aggregate one-fifth of the voting power of all stockholders or members, it shall
be the duty of the secretary to call a special meeting of stockholders or members to be held at the time the secretary
may fix, not less than 10 or more than 30 days after the receipt of the request. If the secretary fails to issue the
call, the director, stockholders, or members making the request may do so.
- (f) A stockholders' or members' meeting can be organized for the transaction of business whenever a quorum is present.
Except as otherwise provided by law or the articles of incorporation,
- (1) the presence, in person or by proxy, of the holders of a majority of the voting power of all stockholders or of all
members constitutes a quorum;
- (2) the stockholders or members present at a meeting can continue to do business until adjournment, notwithstanding the
withdrawal of enough stockholders or members to leave less than a quorum;
- (3) if a necessary officer fails to attend the meeting, a stockholder or member present may be elected to act temporarily
in lieu of the absent officer;
- (4) if a meeting cannot be organized because a quorum has not attended, those present may adjourn the meeting to a time
they may determine, but if a meeting was called for the election of a director the adjournment must be to the next day.
Those who attend the second of the adjourned meetings, although less than a quorum, constitute a quorum for the
purpose of electing a director;
- (5) an annual or special meeting of stockholders or members may be adjourned to another date without new notice being
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