Nevada § 81.931 - Board of directors: Composition; annual meeting with members; authority of members to override decisions; considerations when exercising powers

§ 81.931. Board of directors: Composition; annual meeting with members; authority of members to override decisions; considerations when exercising powers

1. A majority of the directors on the board of directors of a worker cooperative must

be members. 2. The board of directors shall meet with the members not less than annually. 3. A majority vote of the members shall override any decision by the board of directors,

unless the articles of incorporation or bylaws of the worker cooperative require a

larger percentage of the vote to override such a decision. 4. A meeting in which the members will vote whether to override a decision of the

board of directors must be called by at least 5 percent of the members. 5. The board of directors of a worker cooperative, in exercising their respective

powers with a view of the interests of the worker cooperative, may: (a) Consider all relevant facts, circumstances, contingencies or constituencies, including,

without limitation: (1) The interests of the members, employees, suppliers, creditors and customers of

the worker cooperative; (2) The economy of this State or the nation; (3) The interests of the community or society; (4) The local and global environment; (5) The long-term and short-term interests of the worker cooperative, including, without

limitation, the possibility that such interests may be best served by control of the

worker cooperative remaining unchanged; and (6) The long-term and short-term interests of the members and shareholders, as applicable,

of the worker cooperative. (b) Consider or assign weight to the interests of any particular person or group,

or to any other relevant facts, circumstances, contingencies or constituencies.