§414D-104  Action
by written consent.  (a)  Unless limited or prohibited by the
articles or bylaws, action required or permitted by this chapter to be approved
by the members at a meeting may be approved without a meeting of members if the
action is approved by members holding at least eighty per cent of the voting
power.  The action must be evidenced by one or more written consents describing
the action taken, signed by those members representing at least eighty per cent
of the voting power, and delivered to the corporation for inclusion in the
minutes or filing with the corporate records.



(b)  If not otherwise determined under section
414D-103 or 414D-107, the record date for determining members entitled to take
action without a meeting is the date the first member signs the consent under
subsection (a).



(c)  A consent signed under this section has
the effect of a meeting vote and may be described as such in any document filed
with the director.



(d)  Written notice of member approval pursuant
to this section shall be given to all members who
have not signed the written consent.  If written notice is required, member
approval pursuant to this section shall be effective ten days after the written
notice is given. [L 2001, c 105, pt of §1; am L 2002, c 130, §45]