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

(b)  If not otherwise determined under section414D-103 or 414D-107, the record date for determining members entitled to takeaction without a meeting is the date the first member signs the consent undersubsection (a).

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

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