Skip to main content Skip to office menu Skip to footer
Capital IconMinnesota Legislature

Legislative Session number- 83

Bill Name: SF1829

Modifying certain provisions regulating the organization, structure +and
governance of business corporations, nonprofit corporations and +limited
liability companies; defining or redefining certain terms; requiring +the
signing by all shareholders of written actions; modifying the right +of
shareholders to vote as a class or series on proposed amendments; +regulating
the election of directors; providing for the effectiveness of +electronic
communication of board meeting notices; filing of amendments to filed statements
to be considered amendments of the articles of +incorporation; providing for
action without a meeting by nonpublic corporations and +requiring notice to and
specifying the liability of shareholders for notice of +written actions;
expanding the actions allowing shareholder dissent, +regulating the right to
obtain payment and modifying certain requirements for notice+ of dissent;
expanding the definition of official capacity for +indemnification purposes;
creating an exception to the requirement for shareholder +approval of asset
transfers; regulating the conversion of corporations and +limited liability
companies, specifying certain plan and articles +requirements and providing for
the effect, effectiveness and abandonment of +conversions; providing for the
effectiveness of electronic communication of +nonprofit corporation board
meetings and authorizing electronic communication +of action ballots under
certain conditions; modifying the right of owners of +outstanding membership
interests of LLCs to class or series voting on amendments +to the articles of
organization; expanding the right of dissenters to obtain+ payment for the fair
value of membership interests and modifying certain +notice requirements; filing
of amendments to company statements to be +considered amendments of the articles
of organization; regulating the election +of governors and providing for the
effectiveness of electronic +communication of board meeting notices; creating an
exception to the requirement for +member approval of asset transfers (ra)