(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.
(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).