47-1A-862. Directors' action respecting transaction--Effectiveness.
Directors' action respecting a transaction is effective for purposes of subdivision 47-1A-861.1(1) if the transaction received the affirmative vote of a majority, but no fewer than one, of those qualified directors on the board of directors or on a duly empowered committee of the board who voted on the transaction after either required disclosure to them, to the extent the information was not known by them, or compliance with §47-1A-861.1. However, action by a committee is effective only if:
(1)At least one of its members is a qualified director; and
(2)Its members are either all the qualified directors on the board or are appointed by the affirmative vote of a majority of the qualified directors on the board.
Source: SL 2005, ch 239, §186; SL 2019, ch 196, §1.