1999 Minnesota Statutes

     322B.35 Action without a meeting. 

    Subdivision 1.    Method.  An action required or 
 permitted to be taken at a meeting of the members may be taken 
 by written action signed by all of the members.  If the articles 
 or a member control agreement so provide, any action may be 
 taken by written action signed by the members who own voting 
 power equal to the voting power that would be required to take 
 the same action at a meeting of the members at which all members 
 were present.  

    Subd. 2.    Effective time.  The written action is 
 effective when signed by the required members, unless a 
 different effective time is provided in the written action.  

    Subd. 3.    Notice and liability.  When written action 
 is permitted to be taken by less than all members, all members 
 must be notified immediately of its text and effective date.  
 Failure to provide the notice does not invalidate the written 
 action.  A member who does not sign or consent to the written 
 action has no liability for the action or actions taken by the 
 written action. 

    HIST: 1992 c 517 art 2 s 40; 1999 c 85 art 2 s 30