FINAL BILL REPORT

                  SSB 5107

                           C 19 L 97

                      Synopsis as Enacted

Brief Description:  Modifying consent provisions under the Washington business corporation act.

Sponsors:  Senate Committee on Law & Justice (originally sponsored by Senators Roach and Johnson).

Senate Committee on Law & Justice

House Committee on Law & Justice

Background:  Current law does not allow for the non-unanimous written consent by a corporation=s shareholders to any action where their consent is required.

Summary:  Corporate action may be authorized or taken by the non-unanimous written consent of the shareholders of a nonpublic company, where provision is made for such consent in the articles of incorporation.

Provisions relating to target corporations engaging in significant business transactions are clarified.

Votes on Final Passage:

Senate 47 0

House     95 0

Effective:  July 27, 1997