Indiana Sections 302A.471 and 302A.473 of the Minnesota Business Corporation Act deal with important aspects of corporate governance and shareholder rights. While the request mentions Indiana, it seems to be an error as these sections actually belong to Minnesota Business Corporation Act. Section 302A.471 primarily focuses on shareholder regular and special meetings, their notice requirements, and the rights of shareholders to participate and vote. This section aims to ensure transparency, accountability, and fairness in corporate decision-making processes while protecting the interests of shareholders. The following are key points covered within Section 302A.471: 1. Shareholder Meetings: This section outlines the time, place, and frequency of regular shareholder meetings, which must occur at least once a year. It also emphasizes that special shareholder meetings may be called as necessary. 2. Notice Requirements: Specific notice requirements for both regular and special meetings are described. Notices must be provided within a specific timeframe and contain essential meeting details such as the purpose, time, date, and location. Shareholders should have reasonable time to prepare and attend the meeting. 3. Shareholder Participation: The section ensures shareholders have the right to attend, participate, and ask questions during shareholder meetings. It encourages active engagement and involvement of shareholders in decision-making processes. 4. Voting Rights: Details regarding voting rights are outlined, including the manner in which votes are cast and counted during meetings. The section may address topics such as proxies, cumulative voting, and quorum requirements. Section 302A.473, on the other hand, focuses on shareholder actions without a meeting, which refers to decision-making processes that do not involve a physical gathering. This section provides guidance on how shareholders can take actions via written consent or electronic means, further facilitating the decision-making process and enhancing shareholder engagement. Different types or variations of these sections are not explicitly mentioned, as they represent the core provisions regarding shareholder meetings and actions for Minnesota Business Corporation Act. Overall, Indiana Sections 302A.471 and 302A.473 of Minnesota Business Corporation Act are essential components that enhance corporate governance and ensure active shareholder participation while setting guidelines for regular meetings and alternative decision-making methods.
Indiana Sections 302A.471 and 302A.473 of Minnesota Business Corporation Act
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(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 ...
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 ...
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 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.
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 ...
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.