351.310. Board of directors, powers, qualifications, compensation. — The property and business of a corporation shall be controlled and managed by a board of directors. Qualifications of directors may be prescribed in the articles of incorporation, or in the bylaws. The compensation of the directors may be set by the board of directors unless otherwise provided in the articles of incorporation or the bylaws.
Notes of Decisions
Land Clearance for Redevelopment Auth. v. Zitko, 386 S.W.2d 69 (Mo. 1964).
· cites it 6× “Section 351.310, RSMo 1959, V.A.M.S. We are not here concerned with the rights of a shareholder to proceed against the corporation for violation of some statutory right which the corporation has denied him.”
Davis v. Davis, 544 S.W.2d 259 (Mo. Ct. App. 1976).
· cites it 2× “See § 351.310, RSMo 1969. She also points to the fact that she signed notes secured by deeds of trust the proceeds of which were used in the corporate operations.”
Leggett v. Missouri State Life Ins. Co., 342 S.W.2d 833 (Mo. 1960).
· cites it 2× “The trial court held that “the business judgment rule is applicable to the transactions challenged in the various Exceptions” of Stockholders.”
Saigh Ex Rel. Anheuser-Busch, Inc. v. Busch, 396 S.W.2d 9 (Mo. Ct. App. 1965).
· cites it 2× “The petition shall also set forth with particularity the efforts of the plaintiff to secure from the managing directors or trustees, and, if necessary, from the shareholders, such action as he desires, and the reasons for his failure to obtain such action or the reasons for not…”
Decker v. Nat'l Accounts Payable Auditors, 993 S.W.2d 518 (Mo. Ct. App. 1999).
· cites it 2× “Claimant’s brief and the record on appeal do not suggest how a meeting between stockholders held to ascertain how they would respond to an offer to purchase the corporation could be perceived to serve any purpose other than for the stockholders to attempt to maximize the…”
Empire Bank v. Walnut Prods., Inc., 752 S.W.2d 404 (Mo. Ct. App. 1988).
· cites it 2× “The second reason why the Bank claims the counterclaims fail to state a cause of action is § 351.310, which provides: The property and business of a corporation shall be controlled and managed by a board of directors.”
East Attucks Cmty. Hous., Inc. v. Old Repub. Sur. Co., 114 S.W.3d 311 (Mo. Ct. App. 2003).
“” § 351.310. Thus, without specific factual allegations in the respondents’ motion as to Omega’s board of directors and its actions with respect to Sycamore Groves, we fail to see how the trial court could have found that Redd was not subject to the control and direction of…”
McCormick v. Cupp, 106 S.W.3d 563 (Mo. Ct. App. 2003).
“§ 351.310. A statutory exception for close corporations allows such corporations to do without a board of directors and be managed and controlled by the shareholders, see section *570 351.”
Eckelkamp v. Beste, 201 F. Supp. 2d 1012 (E.D. Mo. 2002).
“See, § 351.310 R.S.Mo.; Putnam v. Juvenile Shoe Corp.”
Ketring v. Sturges, 372 S.W.2d 104 (Mo. 1963).
“See Sections 351.310 and 351. 360, subd. 2, V.”
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