Can a board of directors take action without a meeting?
Unless the articles of incorporation allow for written consent that is less than unanimous consent, the board of directors of a Texas nonprofit can take actions without a meeting only if there is unanimous written and signed consent. If the articles permit less than unanimous consent to take an action without holding a meeting, the number of directors who approve the action must be at least the same number as the number required by the nonprofit’s articles or bylaws to take action at a meeting.
