10-721. Voting entitlement of shares

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A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

A. Except as provided in subsections B and C of this section or section 10-728 or 10-2725 or unless the articles of incorporation provide otherwise, each outstanding share, regardless of class, is entitled to one vote on each matter voted on at a shareholders' meeting. Only shares are entitled to vote.

B. Absent special circumstances, the shares of a corporation are not entitled to vote if they are owned directly or indirectly by a second corporation, domestic or foreign, and the first corporation owns directly or indirectly a majority of the shares entitled to vote for directors of the second corporation.

C. Subsection B of this section does not limit the power of a corporation to vote any shares, including its own shares, held by it in a fiduciary capacity.

D. Redeemable shares are not deemed to be outstanding and are not entitled to vote after notice of redemption is mailed to the holders and an amount sufficient to redeem the shares has been deposited with any bank, trust company or other financial institution under an irrevocable obligation to pay the holders the redemption price on surrender of the certificates representing the shares, in the case of certificated shares.

E. Notwithstanding the other provisions of this section, a water users' association may provide in its articles of incorporation the qualifications of shareholders to vote, eliminate the right to vote by proxy, specify the locations where votes may be cast and limit voting to natural persons. A water users' association may adopt bylaws for the registration of voters and the method of holding elections.