Section 30-30-803 – ACTION ON PLAN BY BOARD, MEMBERS AND THIRD PERSONS.
30-30-803. ACTION ON PLAN BY BOARD, MEMBERS AND THIRD PERSONS. (1) Unless this act, the articles, bylaws or the board of directors or members, acting pursuant to subsection (3) of this section, require a greater vote or voting by class, a plan of merger to be adopted must be approved: (a) By the board; (b) […]
Section 30-30-624 – RESIGNATION AND REMOVAL OF OFFICERS.
30-30-624. RESIGNATION AND REMOVAL OF OFFICERS. (1) An officer may resign at any time by delivering notice to the corporation. A resignation is effective when the notice is effective unless the notice specifies a future effective date. If a resignation is made effective at a future date and the corporation accepts the future effective date, […]
Section 30-30-901 – BEQUESTS, DEVISES AND GIFTS.
30-30-901. BEQUESTS, DEVISES AND GIFTS. Any bequest, devise, gift, grant or promise contained in a will or other instrument of donation, subscription, or conveyance, that is made to a constituent corporation and that takes effect or remains payable after the merger, inures to the surviving corporation unless the will or other instrument otherwise specifically provides. […]
Section 30-30-625 – OFFICERS’ AUTHORITY TO EXECUTE DOCUMENTS.
30-30-625. OFFICERS’ AUTHORITY TO EXECUTE DOCUMENTS. Any contract or other instrument in writing executed or entered into between a corporation and any other person is not invalidated as to the corporation by any lack of authority of the signing officers in the absence of actual knowledge on the part of the other person that the […]
Section 30-30-902 – SALE OF ASSETS IN REGULAR COURSE OF ACTIVITIES AND MORTGAGE OF ASSETS.
30-30-902. SALE OF ASSETS IN REGULAR COURSE OF ACTIVITIES AND MORTGAGE OF ASSETS. (1) A corporation may on the terms and conditions and for the consideration determined by the board of directors: (a) Sell, lease, exchange or otherwise dispose of all, or substantially all, of its property in the usual and regular course of its […]
Section 30-30-626 – INDEMNIFICATION OF OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS.
30-30-626. INDEMNIFICATION OF OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS. (1) A corporation shall have power to indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, other than an action by or in […]
Section 30-30-903 – SALE OF ASSETS OTHER THAN IN REGULAR COURSE OF ACTIVITIES.
30-30-903. SALE OF ASSETS OTHER THAN IN REGULAR COURSE OF ACTIVITIES. (1) A corporation may sell, lease, exchange, or otherwise dispose of all, or substantially all, of its property, with or without the goodwill, other than in the usual and regular course of its activities on the terms and conditions and for the consideration determined […]
Section 30-30-611 – COMPENSATION OF DIRECTORS.
30-30-611. COMPENSATION OF DIRECTORS. Unless the articles or bylaws provide otherwise, a board of directors may fix the compensation, fees, insurance or benefits, if any, of directors. History: [30-30-611, added 2015, ch. 243, sec. 79, p. 987.]
Section 30-30-612 – REGULAR AND SPECIAL MEETINGS.
30-30-612. REGULAR AND SPECIAL MEETINGS. (1) If the time and place of a directors’ meeting is fixed by the bylaws or the board, the meeting is a regular meeting. All other meetings are special meetings. (2) A board of directors may hold regular or special meetings in or out of this state. (3) Unless the […]
Section 30-30-613 – ACTION WITHOUT MEETING.
30-30-613. ACTION WITHOUT MEETING. (1) Unless the articles or bylaws provide otherwise, action required or permitted by this act to be taken at a board of directors’ meeting may be taken without a meeting if the action is taken by all members of the board. The action must be evidenced by one (1) or more […]