New Jersey § 14a:1-8

§ 14a:1-8.

(1) Any notice required or permitted pursuant to the provisions of N.J.S.14A:1-1 et seq. , or by a certificate of incorporation or by-laws or any resolution of directors or

shareholders, may be provided by electronic transmission as follows: (a) Any notice to shareholders given by the corporation pursuant to any provision

of N.J.S.14A:1-1 et seq. , or by a certificate of incorporation or by-laws or any resolution of directors or

shareholders, shall be effective if given by a form of electronic transmission consented

to by the shareholder to whom the notice is given. (i) Any consent given pursuant to paragraph (a) of this subsection shall be revocable

by the shareholder by written notice, and not electronic transmission, to the corporation. (ii) Any consent given pursuant to paragraph (a) of this subsection shall be deemed

revoked if: (A) the corporation is unable to deliver by electronic transmission two

consecutive notices given by the corporation in accordance with the shareholder's

consent; and (B) that inability becomes known to the secretary or an assistant secretary

of the corporation or to the transfer agent, or other person responsible for the giving

of notice following the second missed delivery; provided, however, the inadvertent

failure to treat that inability as a revocation shall not invalidate any meeting or

other action. (b) Any notice to shareholders given by the corporation pursuant to any provision

of N.J.S.14A:1-1 et seq. , or by a certificate of incorporation or by-laws or any resolution of directors or

shareholders, shall be deemed given: (i) if by facsimile telecommunication, when directed to a number at which the shareholder

has consented to receive notice; (ii) if by electronic mail, when directed to an electronic mail address at which the

shareholder has consented to receive notice; (iii) if by a posting on an electronic network together with separate notice to the

shareholder of that specific posting, upon the later of (A) that posting; or (B)

the giving of the separate notice; or (iv) if by any other form of electronic transmission, when directed to the shareholder. (c) An affidavit of the secretary or an assistant secretary or of the transfer agent

or other agent of the corporation that the notice has been given by a form of electronic

transmission shall, in the absence of fraud, be prima facie evidence that the notice

has been given. (d) For purposes of this section, “ electronic transmission ” means any form of communication, not directly involving the physical transmission

of paper, including the use of, or participation in, an electronic network pursuant to N.J.S.14A:5-28 , that creates a record that may be retained, retrieved and reviewed by a recipient,

and that may be directly reproduced in paper form by that recipient through an automated

process. (2) This section shall not apply to notices required or permitted pursuant to N.J.S.14A:6-5 , N.J.S.14A:7-3 , N.J.S.14A:12-10 , N.J.S.14A:12-12 or N.J.S.14A:14-15 .