Quorum of board of directors; director present at meeting deemed to have assented to action taken; exceptions
- Statute:
- Mississippi §79-11-263 · Chapter NP (Mississippi Nonprofit Corporation Act (Miss. Code Title 79 Ch. 11))
- Topic:
- Meetings & Voting · Board quorum
- Applies to:
- Nonprofit associations
Unless this Act, the articles, or the bylaws provide otherwise, a board quorum is a majority of the directors in office immediately before the meeting begins. If a quorum is present when a vote is taken, the affirmative vote of a majority of directors present is the act of the board unless a greater number is required. A director present when action is taken is deemed to have assented unless the director objects at the start to holding the meeting, the dissent or abstention is entered in the minutes, or written notice of dissent or abstention is delivered to the presiding officer before adjournment or to the corporation immediately after. A director who voted yes cannot later dissent.
📄 Read the official text at lexisnexis.com →
How SoShiny helps with Quorum of board of directors; director present at meeting deemed to have assented to action taken; exceptions
SoShiny builds your meeting agenda, posts statutory notice, runs the meeting from one screen, records motions and resolutions with per-member yes/no/abstain votes, and produces print-ready minutes that meet Florida §718.112 / §720.303 notice and recordkeeping requirements.
See the feature → Start freeFrequently asked
- What does Mississippi §79-11-263 require?
- Unless this Act, the articles, or the bylaws provide otherwise, a board quorum is a majority of the directors in office immediately before the meeting begins. If a quorum is present when a vote is taken, the affirmative vote of a majority of directors present is the act of the board unless a greater number is required. A director present when action is taken is deemed to have assented unless the director objects at the start to holding the meeting, the dissent or abstention is entered in the minutes, or written notice of dissent or abstention is delivered to the presiding officer before adjournment or to the corporation immediately after.
- Who does Mississippi §79-11-263 apply to?
- Mississippi §79-11-263 applies to Nonprofit associations in Mississippi.
- What happens if our nonprofit corporation doesn't comply with §79-11-263?
- Non-compliance can expose the association and individual directors to disputes in the governing forum for Mississippi community associations. SoShiny's audit trail and documented workflows are designed to demonstrate good-faith compliance.
- Where can I read the official text of Mississippi §79-11-263?
- The official text is published by the Mississippi Legislature at lexisnexis.com. The summary on this page is for plain-English reference only and is not legal advice.
- How does SoShiny help with Quorum of board of directors; director present at meeting deemed to have assented to action taken; exceptions?
- SoShiny builds your meeting agenda, posts statutory notice, runs the meeting from one screen, records motions and resolutions with per-member yes/no/abstain votes, and produces print-ready minutes that meet Florida §718.112 / §720.303 notice and recordkeeping requirements. Learn more →
Not legal advice. This page is a plain-English summary of Mississippi §79-11-263 prepared by SoShiny for board members and managers. For binding legal advice or interpretation, consult a Mississippi-licensed attorney. For the official statutory text, see the link above.
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