155 Resolutions of directors

(1) A resolution of directors may be passed —


(a) at a meeting of directors; or

(b) subject to the memorandum and articles, as a written resolution.

(2) Subject to the memorandum and articles, a resolution of directors is
passed at a meeting of directors by a majority of the votes cast by
directors who are present at the meeting and entitled to vote on the
resolution.


(3) A written resolution is a resolution consented to in writing or by telex,
telegram, cable or other written electronic communication, without the
need for any notice —

(a) by such majority of the votes of the directors entitled to vote on
the resolution as may be specified in the memorandum or articles;
or

(b) in the absence of any provision in the memorandum or articles,
by all of the directors entitled to vote on the resolution.

(4) A written resolution —

(a) may consist of several documents, including written electronic
communications, in like form each signed or assented to by one
or more directors and

(b) shall be deemed to be passed when the written consent
instrument, or the last of several instruments, is last signed or
otherwise assented to or on such later date as is specified in the
resolution.