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A unanimous written resolution of the board of directors occurs when all board members agree on a specific action and document their agreement in writing. This resolution functions similarly to a formal meeting but eliminates the need for one. In the context of Virginia, this is often encapsulated within the Virginia Unanimous Written Action of Board of Directors Appointing Officers along with Certification of Secretary, ensuring the resolution is valid and official. Using platforms like US Legal Forms can simplify this process by providing templates to ensure accuracy and compliance.
Related Definitions unanimous resolution means a resolution which is unanimously passed at a duly convened general meeting of a body corporate at which all persons entitled to exercise the powers of voting conferred by or under this Act are present personally or by proxy or vote in writing at the time of the motion.
Unanimous Written Consent means a written consent executed by at least one representative of each Member.
Taking into consideration that written consents are required to be unanimous, third parties can be assured that boards performed their due diligence in documenting that the board solidly supported a specific action.
All eligible directors must either sign copies of the written resolution, or otherwise agree to it in writing. A sole director will usually make decisions by written resolution.
An Action by Unanimous Written Consent, also known as an Action Without Meeting (or simply, a unanimous written consent), is a document through which the Board of Directors of an organization decides to pass a specific corporate resolution (or resolutions) without having a face-to-face meeting.
There are times when approvals are needed, but an in-person meeting isn't possible. When approval is needed outside of board meetings, Unanimous Written Consent can be used. The corporate secretary creates an approval document and supplies sufficient information to allow directors to make an informed decision.
Shareholder action by written consent refers to corporate shareholders' right to act by written consent instead of a meeting. This type of consent avoids some of the negative characteristics of shareholder meetings.
Unanimous consent board resolution is a form of voting used by boards to take decisions on certain matters. It involves all directors voting the same way to pass the resolution and can occur during the board meeting, but can also happen between meetings.
When a group or a decision is unanimous, it means that everyone is in total agreement.