§ 28-13-10-2 — Action taken without meeting; signed consent; effect

Indiana § 28-13-10-2

• Jurisdiction: Indiana
• Art. 13: CORPORATE GOVERNANCE
• Ch. 10: Meetings and Action of Board of Directors

Text

(a) Unless the articles of incorporation or
bylaws provide otherwise, action required or permitted by this article
to be taken at a board of directors meeting may be taken without a
meeting if the action is taken by all members of the board. The action
must be evidenced by at least one (1) written consent describing the
action taken, signed by each director, and included in the minutes or
filed with the corporate records reflecting the action taken.
(b) Action taken under this section is effective when the last director
signs the consent, unless the consent specifies a different prior or
subsequent effective date.
(c) A consent signed under this section has the effect of a meeting
vote and may be described as such in any document.

Legislative History

As added by P.L.14-1992, SEC.163.