16-10a-821 - Action without meeting.
16-10a-821. Action without meeting.
(1) Unless the articles of incorporation, bylaws, or this chapter provide otherwise, actionrequired or permitted by this chapter to be taken at a board of directors' meeting may be takenwithout a meeting if all members of the board consent to the action in writing.
(2) Action is taken under this section at the time the last director signs a writingdescribing the action taken, unless, prior to that time, any director has revoked a consent by awriting signed by the director and received by the secretary or any other person authorized by thebylaws or the board of directors to receive the revocation.
(3) Action under this section is effective at the time it is taken under Subsection (2),unless the board of directors establishes a different effective date.
(4) Action taken under this section has the same effect as action taken at a meeting ofdirectors and may be described as such in any document.
Enacted by Chapter 277, 1992 General Session