The chairperson of the Board shall convene and chair the meeting of the Board. Unless otherwise provided for under the Company Act, a resolution shall be adopted with a consent of a majority of the directors present at a meeting of the Board attended by a majority of the directors.
If chairperson of the Board cannot attend the meeting of the Board for cause, a director may be designated to act as the meeting chair or the meeting chair may be elected from among the directors.
A director unable to attend the meeting of the Board in person may authorize another director in writing as his or her agent. One director may only act as the agent of another director.