1. Unless the articles of incorporation or bylaws provide for a greater or lesser number, or unless otherwise expressly provided in thischapter, a quorum of aboard of directors consists of a majority of the number of directors specified in or fixed in accordance with the articles of incorporation or bylaws. 2. Thequorum ofthe board of directors specified in or fixedinaccordancewith thearticles of incorporation or bylaws shall not consist of less than one-third of the specified or fixed number of directors. 3. Ifa quorum ispresentwhen avoteis taken, the affirmative voteof amajority of directors present is the act of the board of directors unless the articles of incorporation or bylaws require the vote of a greater number of directors or unless otherwise expressly provided in this chapter. 4. a. A director who is present at a meeting of the board of directors or a committee when corporate action istaken isdeemed to have assented to the action taken unless one or more of the following occurs: (1) The director objects at the beginning of the meeting, or promptly upon arrival, to holding it or transacting business at the meeting. (2) The dissent or abstention from the action taken is entered in the minutes of the meeting. (3) The director delivers written notice of the director’s dissent or abstention to the presiding officer of the meeting before its adjournment or to the corporation immediately after adjournment of the meeting. b. The right of dissent or abstention is not available to a director who votes infavor of the action taken. 165, §101, 230
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