Oregon Code § 60.285·Enacted ·Last updated March 01, 2026
Statute Text
Corrected corporate action; validity; effective date.
(1) On and after the date on which
a corporation ratifies a defective corporate action under ORS 60.276 or
validates a defective corporate action under ORS 60.288, the defective
corporate action becomes a corrected corporate action and, notwithstanding the
120-day period provided in ORS 60.291 for challenges to the ratification:
(a) A corrected
corporate action is not void or voidable and is effective as of the date of the
defective corporate action.
(b) A putative
share or a fraction of a putative share, the issuance of which a corrected
corporate action ratifies or validates, is not void or voidable and is a valid
share or fraction of a share that is effective as of the date of the putative
shares issuance.
(c) A defective
corporate action that results directly or indirectly from a previous defective
corporate action, or a corporate action that a corporation takes in reliance on
the previous defective corporate action, is valid and effective as of the date the
corporation took the corporate action or the defective corporate action if the
corporation ratified the previous defective corporate action under ORS 60.276
or validated the previous defective corporate action under ORS 60.288.
(2) A corporations
ratification, validation or other approval of a corporate action under ORS