MISSISSIPPI CODE OF 1972
As Amended

SEC. 79-25-5. Voting requirements.

In addition to any vote otherwise required by law, by the certificate of incorporation of the corporation, or by the bylaws of the corporation, a business combination shall be approved by the affirmative vote of at least:

(a) Eighty percent (80%) of the votes entitled to be cast by outstanding shares of voting stock of the corporation, voting together as a single class; and

(b) Two-thirds ( 2 /3 ) of the votes entitled to be cast by holders of voting stock other than voting stock held by the interested shareholder who is (or whose affiliate or associate is) a party to the business combination or an affiliate or associate of the interested shareholder, voting together as a single class.

SOURCES: Laws, 1985, ch. 449, Sec. 2(2), eff from and after July 1, 1985.


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