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The Pamphlet Collection of Sir Robert Stout: Volume 88
Proceedings of Directors
Proceedings of Directors.
Meetings of Directors, and regulations for same.
regulate their meetings as they think fit, and may elect a Chairman and Vice-Chairman, and determine the period for which they shall hold office. In the absence of the Chairman and Vice-Chairman, the Directors present shall choose one of their number to act as Chairman of the meeting. Questions arising at any meeting shall be determined by a majority of votes. In case of an equality of votes, the Chairman of the meeting, in addition to his original vote, shall have a casting vote. A meeting of the Directors may at any time be called in accordance with the regulations of the Board of Directors for the time being, by the Chairman or the Vice-Chairman, or any two of the Directors.71. The Directors may delegate any of their
powers to committees consisting of such member or members of their body as they think fit. Any committee so formed shall, in the exercise of the powers so delegated, conform to any regulations that may be imposed on them by the Directors.
Committees Directors.
72. A committee may elect a Chairman
of their meetings. If no such Chairman is elected, or if he is not present at the time appointed for holding the same, the members present shall choose one of their number to bo Chairman of such meeting.
Committee meetings.
73. A committee may meet and adjourn as
they think proper. Questions at any meetings shall be determined by a majority of votes of the members present, and, in case of an equal division of votes, the Chairman shall have a casting vote in addition to his original vote.
Proceedings of committee meetings.
74. All acts done by any meeting of the
Directors, or of a Committee of Directors, shall,
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notwithstanding that it be afterwards discovered that there was some defect in the appointment of any such Directors, or persons acting as such, or that they or any of them were disqualified, he as valid as if every such person had been duly appointed and was qualified to be a Director.
Acts of Directors not invalidated in certain cases.
notwithstanding that it be afterwards discovered that there was some defect in the appointment of any such Directors, or persons acting as such, or that they or any of them were disqualified, he as valid as if every such person had been duly appointed and was qualified to be a Director.Minutes of all appointments, meetings, &c., to be kept by Directors.
| (1.) | Of all appointments of officers made by the Directors; |
| (2.) | Of the names of the Directors present at each meeting of Directors and Committees of Directors; |
| (3.) | Of all orders made by the Directors and Committees of Directors; and |
| (4) | . Of all resolutions and proceedings of meetings of the Company, and of the Directors and Committees of Directors : |
And any such minutes as aforesaid, if signed by any person purporting to be the Chairman of any ensuing meeting of Directors or Committee of Directors at which such minutes shall have been read and confirmed, shall be receivable in evidence without any further proof.