North Dakota Code § 10-33-40

Absent directors
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If the articles or bylaws so provide, a director may give advance written consent or 
opposition to a proposal to be acted on at a board meeting. If the director is not present at the 
meeting, consent or opposition to a proposal does not constitute presence for purposes of 
determining the existence of a quorum, but consent or opposition must be counted as the vote 
of a director present at the meeting in favor of or against the proposal and must be entered in 
the minutes or other record of action at the meeting, if the proposal acted on at the meeting is 
substantially the same or has substantially the same effect as the proposal to which the director 
has consented or objected.

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