| Commentary

21.4 Directors’ written resolutions

| Commentary

21.4 Directors’ written resolutions

The public company model articles provide one alternative to the directors’ meeting for the purposes of directors’ collective decision-making and that is a directors’ written resolution. Any director may initiate the procedure by giving to the board notice indicating the proposed resolution and the proposed deadline for the directors to adopt it1. The notice must be given in writing to each director2. In making any decision regarding the process of adopting a proposed directors’ written resolution, the person giving notice must act reasonably and in good faith3.

The board will be taken to have adopted a proposed

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