(1) A defective corporate action is not void or voidable if the corporation ratifies the defective corporate action in accordance with ORS § 65.266 or validates the defective corporate action in accordance with ORS § 65.278.

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Terms Used In Oregon Statutes 65.263

  • Common law: The legal system that originated in England and is now in use in the United States. It is based on judicial decisions rather than legislative action.

(2) Ratification under ORS § 65.266 or validation under ORS § 65.278 is not the exclusive means of ratifying or validating a defective corporate action. An absence or failure to ratify or validate a corporate action in accordance with ORS § 65.260 to 65.281 does not:

(a) Affect the validity or effectiveness of a corporate action that is properly ratified under common law or otherwise; or

(b) Create a presumption that the corporate action is or was a defective corporate action or is or was void or voidable. [2019 c.325 § 12]

 

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