Section 248B — Corporations Act 2001 (Cth)

Resolutions

(1) The director of a proprietary company that has only 1 director may pass a resolution by recording it and signing the record.

Declarations

(2) The director of a proprietary company that has only 1 director may make a declaration by recording it and signing the record. Recording and signing the declaration satisfies any requirement in this Act that the declaration be made at a directors’ meeting.

Note 1: For directors’ declarations, see sections 295 and 494.

Note 2: Passage of a resolution or the making of a declaration under this section must be recorded in the company’s minute books (see section 251A).

Related sections

• 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 248A — Circulating resolutions of companies with more than 1 director (replaceable rule see section 135)
• s 248C — Calling directors’ meetings (replaceable rule see section 135)
• s 248D — Use of technology
• s 248E — Chairing directors’ meetings (replaceable rule see section 135)

Research how courts apply s 248B

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