Amends TCA Title 48.
This bill revises the provisions governing shareholder meetings conducted via remote communication. Present law provides that, subject to the charter or bylaws, a corporation may permit shareholders to participate in or conduct regular or special meetings by any type of communication that allows all participating shareholders to simultaneously hear each other during the meeting. This bill extends the above provision to include participation by proxyholders in addition to shareholders and makes the authorization for remote communication contingent on the corporation: (1) Implementing reasonable measures to verify that each person present or voting is a shareholder or proxyholder; (2) Implementing reasonable measures to provide shareholders and proxyholders a reasonably opportunity to participate and vote on matters submitted to shareholders; and (3) Maintaining a record of any vote or action taken by a shareholder or proxyholder communicating remotely.
This bill revises the provisions governing shareholder meetings conducted via remote communication. Present law provides that, subject to the charter or bylaws, a corporation may permit shareholders to participate in or conduct regular or special meetings by any type of communication that allows all participating shareholders to simultaneously hear each other during the meeting. This bill extends the above provision to include participation by proxyholders in addition to shareholders and makes the authorization for remote communication contingent on the corporation: (1) Implementing reasonable measures to verify that each person present or voting is a shareholder or proxyholder; (2) Implementing reasonable measures to provide shareholders and proxyholders a reasonably opportunity to participate and vote on matters submitted to shareholders; and (3) Maintaining a record of any vote or action taken by a shareholder or proxyholder communicating remotely.
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