Section 248A — Corporations Act 2001 (Cth)

Resolutions

(1) The directors of a company may pass a resolution without a directors’ meeting being held if all the directors entitled to vote on the resolution sign a document containing a statement that they are in favour of the resolution set out in the document.

Copies

(2) Separate copies of a document may be used for signing by directors if the wording of the resolution and statement is identical in each copy.

When the resolution is passed

(3) The resolution is passed when the last director signs.

Note: Passage of a resolution under this section must be recorded in the company’s minute books (see section 251A).

Related sections

• s 247C — Disclosure of information acquired in inspection
• s 247D — Company or directors may allow member to inspect books (replaceable rule see section 135)
• s 247E — Shareholding does not prevent compensation claim
• s 248B — Resolutions and declarations of 1 director proprietary companies
• s 248C — Calling directors’ meetings (replaceable rule see section 135)
• s 248D — Use of technology

Research how courts apply s 248A

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