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§ 2-410. Presumption of assent by director

West's Annotated Code of MarylandCorporations and AssociationsEffective: October 1, 2022

West's Annotated Code of Maryland
Corporations and Associations
Title 2. Corporations in General--Formation, Organization, and Operation (Refs & Annos)
Subtitle 4. Directors and Officers (Refs & Annos)
Effective: October 1, 2022
MD Code, Corporations and Associations, § 2-410
§ 2-410. Presumption of assent by director
In general
(a) A director of a corporation who is present at a meeting of its board of directors at which action on any corporate matter is taken is presumed to have assented to the action unless:
(1) The director announces the director's dissent at the meeting; and
(2)(i) The dissent is entered in the minutes of the meeting;
(ii) The director files the dissent to the action in writing with or by electronic transmission to the secretary of the meeting before the meeting is adjourned; or
(iii) The director forwards the dissent within 24 hours after the meeting is adjourned to the secretary of the meeting or the secretary of the corporation by:
1. Certified mail, return receipt requested, bearing a postmark from the United States Postal Service; or
2. Electronic transmission.
Application
(b) The right to dissent does not apply to a director who:
(1) Voted in favor of the action; or
(2) Failed to make the director's dissent known at the meeting.

Credits

Added by Acts 1975, c. 311, § 2, eff. July 1, 1975. Amended by Acts 1983, c. 563; Acts 2022, c. 292, § 1, eff. Oct. 1, 2022; Acts 2022, c. 293, § 1, eff. Oct. 1, 2022.
Formerly Art. 23, § 62.
MD Code, Corporations and Associations, § 2-410, MD CORP & ASSNS § 2-410
Current with all legislation from the 2023 Regular Session of the General Assembly. Some statute sections may be more current, see credits for details.
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