Quorum rules for interested directors: if all directors are interested, appoint disinterested directors or seek general meeting consent. Quorum for board meetings excludes interested directors; uninterested directors must constitute the quorum. If all or effectively all directors are interested so no uninterested directors are available, the board should either increase its composition by appointing or co opting disinterested directors (if articles permit) or, if that is impracticable, place the proposed contract before the general meeting for member consent.
Cases where this provision is explicitly mentioned in the judgment/order text; may not be exhaustive. To view the complete list of cases mentioning this section, Click here.
Provisions expressly mentioned in the judgment/order text.
Quorum rules for interested directors: if all directors are interested, appoint disinterested directors or seek general meeting consent.
Quorum for board meetings excludes interested directors; uninterested directors must constitute the quorum. If all or effectively all directors are interested so no uninterested directors are available, the board should either increase its composition by appointing or co opting disinterested directors (if articles permit) or, if that is impracticable, place the proposed contract before the general meeting for member consent.
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