47-1A-853.1 Authorizations under § 47-1A-853--Board of directors or shareholders.
Authorizations under § 47-1A-853--Board of directors or shareholders.
Authorizations under § 47-1A-853 shall be made:
By the board of directors:
If there are two or more disinterested directors, by a majority vote of all the
disinterested directors, a majority of whom shall for such purpose constitute a
quorum, or by a majority of the members of a committee of two or more
disinterested directors appointed by such a vote; or
If there are fewer than two disinterested directors, by the vote necessary for action
by the board in accordance with § 47-1A-824, in which authorization directors who
do not qualify as disinterested directors may participate; or
By the shareholders, but shares owned by or voted under the control of a director who at
the time does not qualify as a disinterested director may not be voted, on the
SL 2005, ch 239, § 176.