§ 21-259 — Record date

(MBCA 7.07) (a) The bylaws may fix or provide
the manner of fixing the record date or dates for one or more voting groups
in order to determine the shareholders entitled to notice of a shareholders'
meeting, to demand a special meeting, to vote, or to take any other action.
If the bylaws do not fix or provide for fixing a record date, the board of
directors of the corporation may fix a future date as the record date.
(b) A record date fixed
under this section may not be more than seventy days before the meeting or
action requiring a determination of shareholders.
(c) A determination of shareholders
entitled to notice of or to vote at a shareholders' meeting is effective for
any adjournment of the meeting unless the board of directors fixes a new record
date or dates which it must do if the meeting is adjourned to a date more
than one hundred twenty days after the date fixed for the original meeting.
(d) If a court orders a
meeting adjourned to a date more than one hundred twenty days after the date
fixed for the original meeting, it may provide that the original record date
or dates continue in effect or it may fix a new record date or dates.
(e) The record date for
a shareholders' meeting fixed by or in the manner provided in the bylaws or
by the board of directors shall be the record date for determining shareholders
entitled both to notice of and to vote at the shareholders' meeting, unless
in the case of a record date fixed by the board of directors and to the extent
not prohibited by the bylaws, the board, at the time it fixes the record date
for shareholders entitled to notice of the meeting, fixes a later record date
on or before the date of the meeting to determine the shareholders entitled
to vote at the meeting.

Legislative History

Source: Laws 2014, LB749, § 59.