French translation: resolution tenant lieu de reunion
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Explanation: Administration and Conduct of Corporate Meetings - de Grenville W Phillips - 452 pages
Resolution in lieu of meeting:
The purpose of a meeting is to ascertain the corporate resolve of the company on any matter which requires determination by its members. Section 128 of the act provides an alternative method in limited circumstances for ascertaining that corporate resolve. It is the resolution in lieu of a meeting.
Canada Cooperatives Act
PART 6 CORPORATE GOVERNANCE
Resolution in lieu of meeting
66. (1) Unless the by-laws provide otherwise, and except when a written statement is submitted under section 89 or subsection 260(4), a resolution in writing signed by all the persons who are entitled to vote on that resolution at a meeting of the cooperative is as valid as if it had been passed at such a meeting.
(2) Unless the by-laws provide otherwise, and except when a written statement is submitted under section 89 or subsection 260(4), a resolution in writing dealing with all matters required by this Act to be dealt with at a meeting of a cooperative, and signed by all the persons who are entitled to vote at the meeting, satisfies all the requirements of this Act relating to meetings.
Copies of resolutions
(3) A copy of every resolution referred to in subsection (1) must be kept with the minutes of the meeting.