355.266. Action by written ballot. - Missouri Statutes

Action by written ballot.

355.266. 1. Unless prohibited or limited by the articlesor bylaws, any action which may be taken at any annual, regularor special meeting of members may be taken without a meeting ifthe corporation delivers a written ballot to every memberentitled to vote on the matter.

2. A written ballot shall set forth each proposed actionand shall provide an opportunity to vote for or against eachproposed action.

3. Approval by written ballot pursuant to this sectionshall be valid only when the number of votes cast by ballotequals or exceeds the quorum required to be present at a meetingauthorizing the action, and the number of approvals equals orexceeds the number of votes that would be required to approve thematter at a meeting at which the total number of votes cast wasthe same as the number of votes cast by ballot.

4. All solicitations for votes by written ballot shall:

(1) Indicate the number of responses needed to meet thequorum requirements;

(2) State the percentage of approvals necessary to approveeach matter other than election of directors; and

(3) Specify the time by which a ballot must be received bythe corporation in order to be counted.

5. Except as otherwise provided in the articles or bylaws,a written ballot may not be revoked.

(L. 1994 H.B. 1095)

Effective 7-1-95