Required notice [see § 229] need not be given to
-
- any person with whom communication is unlawful (if applicable, any certificate required to be filed under this chapter shall state that notice was not given to such persons);
- any stockholder/member if
- notice of 2 consecutive annual meetings, and any intervening notices of meetings or of actions by written consent, or
- all, and at least 2, payments (if sent by first-class mail) of dividends or interest on securities during a 12-month period,
mailed to such person at her record address have been returned undeliverable (but such person can reinstate the notice requirement by delivering to the corporation a written notice of her then current address).
- The exception in (b) does not apply to notice by electronic transmission unless the stockholder/member’s email address appears on the corporation’s records and electronic transmission is not prohibited by § 232.