47-26-2. Vote of members--Meeting for vote--Notice of meeting--Contents of notice--Two-thirds vote required.
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/sd/title-47/chapter-47-26/47-26-2A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
Where there are members entitled to vote thereon, the board of directors shall adopt a resolution recommending that the corporation be dissolved, and directing that the question of such dissolution be submitted to a vote at a meeting of members entitled to vote thereon, which may be either an annual or a special meeting. Written notice stating that the purpose, or one of the purposes, of such meeting is to consider the advisability of dissolving the corporation, shall be given to each member entitled to vote at such meeting, within the time and in the manner provided in chapter 47-23 for the giving of notice of meetings of members.
A resolution to dissolve the corporation shall be adopted upon receiving at least two - thirds of the votes entitled to be cast by members present or represented by proxy.