North Dakota Code 10-33-27 – Board
1. The activities and affairs of a corporation must be managed by or under the direction of a board.
Terms Used In North Dakota Code 10-33-27
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Individual: means a human being. See North Dakota Code 1-01-49
a. All directors are entitled to vote and have equal rights and preferences except as otherwise provided in the articles or bylaws.
b. The members of the first board may be named in the articles, designated or appointed pursuant to the articles, or elected by the incorporators under section 10-33-25.
2. No more than forty-nine percent of the individuals serving on the board of any corporation may be financially interested individuals.
3. For the purposes of this section, “financially interested individuals” means:
a. Individuals who have received or are entitled to receive compensation, directly or indirectly, from the corporation for services rendered to it within the previous twelve months, whether as full-time or part-time employees, independent contractors, consultants, or otherwise, excluding any reasonable payments made to directors for serving as directors; b. Any parent, child, child of a spouse, brother, or sister of that individual; or c. The spouse of any individual described in subdivision a or b.
4. Failure to comply with the provisions of this section does not affect the validity or enforceability of any transaction entered into by the corporation.