NONPROFIT CORPORATION ACT (EXCERPT)
Act 162 of 1982
450.2413 Making and certifying list of shareholders or members entitled to vote at meeting or adjournment; requirements; noncompliance; adjournment of meeting; validity of action taken.
(1) The officer or agent having charge of the shareholder or membership records of a corporation shall make and certify a complete list of the shareholders or members entitled to vote at a shareholders' or members' meeting or any adjourned shareholders' or members' meeting. The list shall meet all of the following:
(a) Be arranged alphabetically within each class with the address of each member or shareholder and the number of shares held by each shareholder.
(b) Be produced at the time and place of the meeting.
(c) Be open to examination by any shareholder or member during the entire meeting. If the meeting is held solely by means of remote communication, then the list shall be open to the examination of any shareholder or member during the entire meeting by posting the list on a reasonably accessible electronic network, and the information required to access the list shall be provided with the notice of the meeting.
(d) Be prima facie evidence as to who are the shareholders or members entitled to examine the list or to vote at the meeting.
(2) If the requirements of this section have not been complied with, and a shareholder or member present in person or by proxy in good faith challenges the existence of sufficient votes to carry any action at the meeting, the meeting shall be adjourned until the requirements are complied with. Failure to comply with the requirements of this section does not affect the validity of an action taken at the meeting before the making of a challenge under this subsection.
History: 1982, Act 162, Eff. Jan. 1, 1983
Am. 2008, Act 9, Imd. Eff. Feb. 29, 2008
© 2009 Legislative Council, State of Michigan