35-2-428. Action without meeting. (1) Unless the articles or bylaws provide otherwise, action required or permitted by this chapter 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 one or more written consents describing the action taken, be signed by each director, and be included in the minutes filed with the corporate records reflecting the action taken.
(2) Action taken under this section is effective when the last director signs the consent unless the consent specifies a different effective date.
(3) A consent signed under this section has the effect of a meeting vote and may be described as a vote in any document.
History: En. Sec. 86, Ch. 411, L. 1991.
Structure Montana Code Annotated
Title 35. Corporations, Partnerships, and Associations
Chapter 2. Nonprofit Corporations
Part 4. Directors and Officers -- Indemnification
35-2-414. Requirement for and duties of board
35-2-415. Qualifications and numbers of directors
35-2-416. General standards for directors
35-2-417. Election, designation and appointment of directors
35-2-418. Director conflict of interest
35-2-419. Terms of directors generally -- staggered terms
35-2-420. Resignation of directors
35-2-421. Removal of directors elected by members or directors
35-2-422. Removal of designated or appointed directors
35-2-423. Removal of directors by judicial proceeding
35-2-425. Compensation of directors
35-2-427. Regular and special meetings
35-2-428. Action without meeting
35-2-429. Call and notice of meetings
35-2-433. Committees of the board
35-2-435. Loans to or guaranties for directors and officers
35-2-436. Liability for unlawful distributions
35-2-437. and 35-2-438 reserved
35-2-440. Duties and authority of officers
35-2-441. Standards of conduct for officers
35-2-442. Resignation and removal of officers
35-2-443. Contract rights of officers
35-2-444. Officers' authority to execute documents
35-2-447. Authority to indemnify
35-2-448. Mandatory indemnification
35-2-449. Advance for expenses
35-2-450. Court-ordered indemnification
35-2-451. Determination and authorization of indemnification
35-2-452. Indemnification of officers, employees, and agents