(a) Unless articles of incorporation or bylaws provide otherwise, action required or permitted by this article to be taken at a meeting of a board of directors may be taken without a meeting if the action is taken by all members of the board of directors. The action must be evidenced by at least one (1) written consent:
- (1) describing the action taken;
- (2) signed by each director; and
- (3) included in the minutes or filed with the corporate records reflecting the action taken.
- (b) Action taken under this section is effective when the last director signs the consent, unless the consent specifies a prior or subsequent effective date.
- (c) A consent signed under this section has the effect of a meeting vote and may be described as such in any document.
As added by P.L.179-1991, SEC.1.