355.136. Emergency powers. - Missouri Statutes

Emergency powers.

355.136. 1. In anticipation of or during an emergency asdefined in subsection 4 of this section, the board of directorsof a corporation may modify lines of succession to accommodatethe incapacity of any director, officer, employee or agent andrelocate the principal office, designate alternative principaloffices or regional offices, or authorize the officers to do so.

2. During an emergency as defined in subsection 4 of thissection, unless emergency bylaws provide otherwise:

(1) Notice of a meeting of the board of directors need begiven only to those directors whom it is practicable to reach andmay be given in any practicable manner, including by publicationand radio; and

(2) One or more officers of the corporation present at ameeting of the board of directors may be deemed to be directorsfor the meeting, in order of rank and within the same rank inorder of seniority, as necessary to achieve a quorum.

3. Corporate action taken in good faith during an emergencyunder this section to further the ordinary affairs of thecorporation binds the corporation.

4. An emergency exists for purposes of this section if aquorum of the corporation's directors cannot readily be assembledbecause of some catastrophic event.

(L. 1994 H.B. 1095)

Effective 7-1-95