§ 7-108-202 — Action without meeting

(1) Unless the bylaws require that the
action be taken at a meeting, any action required or permitted by articles 101 to 117
of this title to be taken at a board of directors' meeting may be taken without a
meeting if all members of the board consent to such action in writing.

(2) Action is taken under this section at the time the last director signs a
writing describing the action taken, unless, before such time, any director has
revoked the director's consent by a writing signed by the director and received by
the secretary or any other person authorized by the bylaws or the board of directors
to receive such a revocation.

(3) Action under this section is effective at the time it is taken as provided by
subsection (2) of this section, unless the directors establish a different effective
date.

(4) Action taken pursuant to this section has the same effect as action taken
at a meeting of directors and may be described as such in any document.

Legislative History

Source: L. 93: Entire article added, p. 782, � 1, effective July 1, 1994. L. 2004: (2) amended, p. 1498, � 256, effective July 1.