Right to Dissent
Corporate legislation permits directors to register their dissent if they are not in agreement with certain actions taken by the corporation. A dissenting Director is exonerated from potential liability that might arise by reason of contravention of corporate statute. A Director wishing to register dissent must announce at the meeting that the director wishes the secretary to have the minutes record opposition to a resolution and the reasons for the opposition. Dissent rights are not available if the director votes for or consents to the resolution. Merely voting against a resolution is not sufficient to exercise a right of dissent; a director absent from a meeting is deemed to have consented to business approved at the meeting unless the director within seven days of learning of the business advises the corporation of the director’s dissent.
http://earlystagetechboards.com/4-6-philosophy-of-board-meeting-minutes
Corporate legislation permits directors to register their dissent if they are not in agreement with certain actions taken by the corporation. A dissenting Director is exonerated from potential liability that might arise by reason of contravention of corporate statute. A Director wishing to register dissent must announce at the meeting that the director wishes the secretary to have the minutes record opposition to a resolution and the reasons for the opposition. Dissent rights are not available if the director votes for or consents to the resolution. Merely voting against a resolution is not sufficient to exercise a right of dissent; a director absent from a meeting is deemed to have consented to business approved at the meeting unless the director within seven days of learning of the business advises the corporation of the director’s dissent.
http://earlystagetechboards.com/4-6-philosophy-of-board-meeting-minutes
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