District of Columbia Sections 302A.471 and 302A.473 of the Minnesota Business Corporation Act are key provisions that govern the allocation of shares and the rights and preferences of shareholders in Minnesota business corporations. Here, we will provide a detailed description of these sections and their relevance to corporate operations in Minnesota, along with relevant keywords related to each section. Section 302A.471: Allocation and Issuance of Shares Section 302A.471 deals with the allocation and issuance of shares by a Minnesota business corporation. This section outlines the process and requirements for issuing new shares, transferring existing shares, and determining the rights and preferences associated with different classes or series of shares. Keywords: allocation of shares, issuance of shares, share transfer, classes of shares, series of shares, shareholder rights, shareholder preferences, Minnesota business corporation. Under Section 302A.471, a Minnesota business corporation must comply with certain rules and regulations when issuing shares. These include obtaining authorization from the corporation's board of directors and ensuring compliance with any applicable provisions of the corporation's articles of incorporation or bylaws. Furthermore, this section specifies that shares can be issued for consideration in the form of money, property, services, or other benefits, subject to certain limitations and restrictions. It also clarifies the rights of shareholders to receive stock certificates or other evidence of ownership upon the issuance or transfer of shares. Additionally, Section 302A.471 addresses the creation of different classes and series of shares, allowing corporations to allocate different rights and preferences to different groups of shareholders. This provision enables businesses to tailor the allocation of shares to accommodate varying shareholder interests and investment arrangements. Section 302A.473: Rights and Preferences of Shares Section 302A.473 of the Minnesota Business Corporation Act focuses on the rights and preferences associated with different classes or series of shares. This section specifies the extent to which shareholders have voting, dividend, liquidation, and other rights, as well as the limitations and conditions attached to these rights. Keywords: shareholder rights, shareholder preferences, voting rights, dividend rights, liquidation rights, class of shares, series of shares, Minnesota business corporation. Section 302A.473 outlines that, unless otherwise provided in the articles of incorporation or bylaws, each share typically carries one vote. However, this section recognizes that different classes or series of shares may confer distinct voting rights, including multiple votes per share or limited voting rights. Moreover, this provision addresses dividend entitlements, stating that different classes or series of shares may have varying rights to receive dividends. Some shares may have preferential dividend rights, ensuring a certain priority or higher dividend rates compared to other classes or series. Furthermore, Section 302A.473 discusses the rights of shareholders in the event of liquidation or dissolution of the corporation. Different classes or series of shares may have different rights to receive distributions upon liquidation, providing protection and preferential treatment for certain shareholders. Variations of District of Columbia Sections 302A.471 and 302A.473: It's important to note that the mentioned provisions, Sections 302A.471 and 302A.473, are specific to the Minnesota Business Corporation Act and do not have any direct connection or impact on the District of Columbia. These sections refer solely to Minnesota corporation laws. Hence, there are no specific variations of these sections associated with the District of Columbia.
District of Columbia Sections 302A.471 and 302A.473 of Minnesota Business Corporation Act
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An action required or permitted to be taken at a board meeting may be taken by written action signed, or consented to by authenticated electronic communication, by all of the directors.
When written action is permitted to be taken by less than all shareholders, all shareholders who did not sign or consent to the written action must be notified of its text and effective time no later than five days after the effective time of the action.
A prohibition or limit on indemnification or advances may not apply to or affect the right of a person to indemnification or advances of expenses with respect to any acts or omissions of the person occurring prior to the effective date of a provision in the articles or the date of adoption of a provision in the bylaws ...
A shareholder, beneficial owner, or holder of a voting trust certificate who has gained access under this section to any corporate record including the share register may not use or furnish to another for use the corporate record or a portion of the contents for any purpose other than a proper purpose.
In discharging the duties of the position of director, a director may, in considering the best interests of the corporation, consider the interests of the corporation's employees, customers, suppliers, and creditors, the economy of the state and nation, community and societal considerations, and the long-term as well ...
(a) A shareholder shall not assert dissenters' rights as to less than all of the shares registered in the name of the shareholder, unless the shareholder dissents with respect to all the shares that are beneficially owned by another person but registered in the name of the shareholder and discloses the name and address ...
An action required or permitted to be taken at a board meeting may be taken by written action signed, or consented to by authenticated electronic communication, by all of the directors.
A shareholder, beneficial owner, or holder of a voting trust certificate who has gained access under this section to any corporate record including the share register may not use or furnish to another for use the corporate record or a portion of the contents for any purpose other than a proper purpose.