N.D. Cent. Code § 10-19.1-39
This is the official text of N.D. Cent. Code § 10-19.1-39, part of North Dakota’s Cent. Code — part of the compiled statutory law of North Dakota, published by the state as "Cent. Code." Browse the sections below, each linked to its official government source.
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10-19.1-39. Voting for directors - Cumulative voting
Official statutory text
10-19.1-39. Voting for directors - Cumulative voting
With respect to the election of directors:
1. Unless otherwise provided in the articles and subject to subsection 2, directors are
elected by a plurality of the voting power of the shares present and entitled to vote on
the election of directors at a meeting at which a quorum is present.
2. Unless otherwise provided in the articles, and except as provided in subsection 4 of
section 10-19.1-41, each shareholder entitled to vote for directors has the right to
cumulate those votes in all elections of directors by giving written notice of intent to
cumulate those votes to any officer of the corporation before the meeting, or to the
presiding officer at the meeting at which the election is to occur at any time before the
election of directors at the meeting, in which case:
a. The presiding officer at the meeting shall announce, before the election of
directors, that shareholders may cumulate their votes; and
b. Each shareholder shall cumulate those votes either by casting for one candidate
the number of votes equal to the number of directors to be elected multiplied by
the number of votes represented by the shares entitled to vote, or by distributing
all of those votes on the same principle among any number of candidates.
With respect to the election of directors:
1. Unless otherwise provided in the articles and subject to subsection 2, directors are
elected by a plurality of the voting power of the shares present and entitled to vote on
the election of directors at a meeting at which a quorum is present.
2. Unless otherwise provided in the articles, and except as provided in subsection 4 of
section 10-19.1-41, each shareholder entitled to vote for directors has the right to
cumulate those votes in all elections of directors by giving written notice of intent to
cumulate those votes to any officer of the corporation before the meeting, or to the
presiding officer at the meeting at which the election is to occur at any time before the
election of directors at the meeting, in which case:
a. The presiding officer at the meeting shall announce, before the election of
directors, that shareholders may cumulate their votes; and
b. Each shareholder shall cumulate those votes either by casting for one candidate
the number of votes equal to the number of directors to be elected multiplied by
the number of votes represented by the shares entitled to vote, or by distributing
all of those votes on the same principle among any number of candidates.
Status: in_force · Read it on the official government site
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