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All Jurisprudence based

0 tracked cards Commercial and Taxation Laws

A corporation validly issues nonvoting preferred shares and a class with complete voting rights. It proposes an articles amendment and excludes the preferred holders entirely, asserting that equality doctrine neither matters nor allows any vote because their certificates say nonvoting. How does section 6 apply?

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Section 6 preserves voting on articles amendments for nonvoting holders; classification cannot remove that express statutory entitlement. The nonvoting label bars voting on every matter without exception. An articles amendment requires no shareholder action. Only a private agreement may create a statutory vote.

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