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California Financial Code Section 122

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"Approved by (or approval of) the board" means approved or
ratified by the vote of the board or by the vote of a committee
authorized to exercise the powers of the board, except as to any
matter not within the competence of the committee under Section 311
of the Corporations Code or any matter for which this division also
requires approval of the shareholders or approval of the outstanding
shares.

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Last modified: January 12, 2009