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The Vermont Statutes Online



Title

11A

:
Vermont Business Corporations






Chapter

008

:
DIRECTORS AND OFFICERS






Subchapter

002
:
MEETINGS AND ACTION OF THE BOARD










 

§

8.21. Action without meeting

(a) Unless the

articles of incorporation or bylaws preclude the taking of action required or

permitted by this title without a meeting of the board of directors, action

required or permitted by this title 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. Each action must be evidenced by one or more written consents

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 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. (Added 1993, No. 85, § 2, eff. Jan. 1, 1994.)