355.246. Action by written consent. - Missouri Statutes

Action by written consent.

355.246. 1. Unless limited or prohibited by the articlesor bylaws, action required or permitted by this chapter to beapproved by the members may be approved without a meeting ofmembers if the action is approved by members holding at leasteighty percent of the voting power. The action must be evidencedby one or more written consents describing the action taken,signed by those members representing at least eighty percent ofthe voting power, and delivered to the corporation for inclusionin the minutes or filing with the corporate records.

2. If not otherwise determined under section 355.241 or355.261, the record date for determining members entitled to takeaction without a meeting is the date the first member signs theconsent under subsection 1 of this section.

3. A consent signed under this section has the effect of ameeting vote and may be described as such in any document filedwith the secretary of state.

4. Written notice of member approval pursuant to thissection shall be given to all members who have not signed thewritten consent. If written notice is required, member approvalpursuant to this section shall be effective ten days after suchwritten notice is given.

(L. 1994 H.B. 1095)

Effective 7-1-95