Michigan Compiled Laws

Mich. Comp. Laws § 450.1461 (2026)

Voting agreements between shareholders.

✓ current as of July 2026

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BUSINESS CORPORATION ACT

Act 284 of 1972

450.1461 Voting agreements between shareholders.

Sec. 461.

An agreement between 2 or more shareholders, if in writing and signed by the parties, may provide that in exercising voting rights, the shares held by them shall be voted as provided in the agreement, or as they may agree, or as determined in accordance with a procedure agreed upon by them. A voting agreement executed pursuant to this section, whether or not proxies are executed pursuant to the agreement, is not subject to sections 466 through 468. A voting agreement under this section shall be specifically enforceable.

History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1989, Act 121, Eff. Oct. 1, 1989

Notes of Decisions

Cited in 2 cases, 2014–2020 · leading case: Madugula v. Taub, 853 N.W.2d 75 (Mich. 2014).

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Madugula v. Taub, 853 N.W.2d 75 (Mich. 2014). · cites it 2× “Accordingly, as permitted under MCL 450.1461 and 450.1488, the shareholders entered into a stockholders’ agreement that modified the shareholders’ statutory rights and interests as shareholders.”

MJC Ventures LLC v. Detroit Trading Co. (E.D. Mich. 2020). · cites it 2× “Section 450.1461 of Mich. Comp. Laws provides that “An agreement between 2 or more shareholders, if in writing and signed by the parties may provide that in exercising voting rights, the shares held by them shall be voted as provided in the agreement.”

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