N.M. Admin. Code § 13.10.11.13

Current through Register Vol. 35, No. 23, December 10, 2024

Section 13.10.11.13 - INTERESTED PARTIES

No contract or transaction between the alliance and one or more of its directors, or between the alliance and any other corporation, partnership, association or other organization in which one or more if its directors are directors or officers, or have a financial interest, shall be void or voidable based only on one or more of the following:

A. the financial interest;

B. the presence at or participation in the meeting authorizing the contract or transaction; or

C. the counting of the director's vote for such purpose, if:

(1) the material facts as to his relationship or interest and as to the contract or transaction are disclosed or are known to the board of directors or the committee, and the board or committee in good faith authorized the contract or transaction by the affirmative votes of a majority of the disinterested directors or the committee, and the board or committee in good faith authorized the contract or transaction by the affirmative votes of a majority of the disinterested directors, even though the disinterested directors be less than a quorum; or

(2) the material facts as to his relationship or interest and as to the contract or transaction are disclosed or are known to the directors entitled to vote thereon, and the contract or transaction is specifically approved in good faith by vote of the directors; or

(3) the contract or transaction is fair as to the alliance as of the time it is authorized, approved or ratified, by the board of directors, or a committee thereof. Common or interested directors may be counted in determining the presence of a quorum at a meeting of the board of directors or of a committee which authorized the contract or transaction.

N.M. Admin. Code § 13.10.11.13

13.10.11.13 NMAC - N, 6-1-01