89. A director present at a meeting of the board or of any of its committees is deemed to have approved any resolution passed or participated in any measure taken at that meeting, unless
(1) he demands at the meeting that his dissent be recorded in the minutes, or
(2) he notifies the secretary of the meeting in writing of his dissent before the adjournment or closing of the meeting.
Every director absent from a meeting is deemed to have approved or participated in every decision made or measure taken at that meeting unless, within seven days following the date on which he learns of the resolution or measure he transmits his dissent by registered mail or delivers it himself to the main decision-making centre or to the head office and demands that it be recorded in the minutes of the next meeting.
Written resolutions, signed by all the directors entitled to vote on such resolutions at meetings of the board or of its committees, have the same force as if they had been adopted at such meetings. A duplicate of the resolutions shall be kept with the minutes of the deliberations of the board of directors.
1987, c. 95, s. 89; I.N. 2016-01-01 (NCCP).