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D.C. Code § 29-306.21

Action without meeting

Known as the Business Corporation Act

The act spans §§ 29–29 (170 sections).

July 2, 2011, D.C

(a) Except to the extent that the articles of incorporation or bylaws require that action by the board of directors be taken at a meeting, action required or permitted by this chapter to be taken by the board of directors may be taken without a meeting if each director signs a consent in a record describing the action to be taken and delivers it to the corporation.

(b) Action taken under this section shall be the act of the board of directors when one or more consents signed by all the directors are delivered to the corporation. The consent may specify the time at which the action taken thereunder is to be effective. A director’s consent may be withdrawn by a revocation signed by the director and delivered to the corporation prior to delivery to the corporation of unrevoked consents in a record signed by all the directors.

(c) A consent signed under this section shall have the effect of action taken at a meeting of the board of directors and may be described as such in any document.

Official source: D.C. Law Library (Council of the District of Columbia). Reproduced from public-domain District of Columbia statutes; confirm against the official source for the current text. Not legal advice.