June 14, 2006, Introduced by Reps. Hildenbrand, Hune and Gaffney and referred to the Committee on Insurance.
A bill to amend 1956 PA 218, entitled
"The insurance code of 1956,"
by amending section 5245 (MCL 500.5245).
THE PEOPLE OF THE STATE OF MICHIGAN ENACT:
Sec. 5245. (1) A majority of the board of directors
constitutes a quorum for the transaction of business, and the acts
of a majority of the directors present at a meeting at which a
quorum is present shall be the acts of the board of directors.
(2) Upon written notice of the time and place and purpose or
purposes of any special meeting any of the directors, in-between
regular meetings of the board of directors, may consent in writing
to
any specific action to be taken by the corporation ;
and if
approved
by a majority of the directors at
such the special
meeting,
including those consenting in writing,
such the action
shall be as valid a corporation action as though authorized at a
regular
meeting of the directors. The minutes of such approval
and action shall be fully recorded, each written consent shall be
made
a part thereof, and these the
minutes and written consent
shall
be reviewed at the next regular meeting of said the board
of directors.
(3) Unless prohibited by the articles of incorporation or
bylaws, action required or permitted to be taken under
authorization voted at a meeting of the board or a committee of the
board may be taken without a meeting if, before or after the
action, all members of the board then in office or of the committee
consent to the action in writing or by electronic transmission. The
written consents shall be filed with the minutes of the proceedings
of the board or committee. The consent has the same effect as a
vote of the board or committee for all purposes.