35-2-616 . Sale of assets in regular course of activities -- mortgage of assets. (1) A corporation may on the terms and conditions and for the consideration determined by the board of directors: (a) sell, lease, exchange, or otherwise dispose of all or substantially all of its property in the usual and regular course of its activities; or (b) mortgage, pledge, dedicate to the repayment of indebtedness, whether with or without recourse, or otherwise encumber any or all of its property, whether or not in the usual and regular course of its activities. (2) Unless the articles require it, approval of the members or any other person of a transaction described in subsection (1) is not required. (3) Unless the articles provide otherwise, approval of a transaction described in subsection (1)(a) is required by a vote of a majority of the directors in office at the time the transaction is approved.
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