§5–204.

    (a)    For purposes of any law or rule relating to members of a nonstock corporation, the directors of a nonstock corporation, under either of the circumstances described in subsection (b) of this section:

        (1)    Also constitute the members of the corporation; and

        (2)    When meeting as directors, may exercise the rights and powers of members.

    (b)    This section applies if:

        (1)    Neither the charter nor the bylaws of the corporation provide for members; or

        (2)    The nonstock corporation in fact has no members.