North Dakota § 10-33-40 Absent directors

North Dakota Statutes

§ 10-33-40 — Absent directors

North Dakota § 10-33-40

Title 10Corporations

Ch. 10-33Nonprofit Corporations

This text of North Dakota § 10-33-40 (Absent directors) is published on Counsel Stack Legal Research, covering North Dakota primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

N.D. Cent. Code § 10-33-40 (2026).

Text

If the articles or bylaws so provide, a director may give advance written consent or
opposition to a proposal to be acted on at a board meeting. If the director is not present at the
meeting, consent or opposition to a proposal does not constitute presence for purposes of
determining the existence of a quorum, but consent or opposition must be counted as the vote
of a director present at the meeting in favor of or against the proposal and must be entered in
the minutes or other record of action at the meeting, if the proposal acted on at the meeting is
substantially the same or has substantially the same effect as the proposal to which the director
has consented or objected.

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If the articles or bylaws so provide, a director may give advance written consent or
opposition to a proposal to be acted on at a board meeting. If the director is not present at the
meeting, consent or opposition to a proposal does not constitute presence for purposes of
determining the existence of a quorum, but consent or opposition must be counted as the vote
of a director present at the meeting in favor of or against the proposal and must be entered in
the minutes or other record of action at the meeting, if the proposal acted on at the meeting is
substantially the same or has substantially the same effect as the proposal to which the director
has consented or objected.