WA SB5006

Amends RCW 23B.06.240 to clarify board of directors' authority to issue rights, options, or warrants for shares, and allows boards to authorize officers to designate recipients of equity awards within board-established limits

Allows board committees to consist of one or more directors (reduced from previous two-director minimum) and permits appointment of alternate committee members to replace absent or disqualified members

Expands shareholder dissenter's rights to include conversions of domestic corporations to non-foreign corporation entities under RCW 23B.09.010

Changes dissolution approval requirements for corporations formed on or after August 1, 2024, to require only a majority vote (rather than two-thirds) unless articles of incorporation specify otherwise

Reduces minimum committee membership requirement from two directors to one director for nonprofit corporations under RCW 24.03A.575 and mutual corporations under RCW 24.06.145