308. Circulation Of Written Resolutions Proposed By Directors
(1) This section applies to a resolution proposed as a written resolution by the directors of the company.
(2) The company must send or submit a copy of the resolution to every eligible member.
(3) The company must do so–
(a) by sending copies at the same time (so far as reasonably practicable) to all eligible members in hard copy form, in electronic form or by means of a website, or
(b) if it is possible to do so without undue delay, by submitting the same copy to each eligible member in turn (or different copies to each of a number of eligible members in turn),
or by sending copies to some members in accordance with subsection (3)(a) and submitting a copy or copies to other members in accordance with subsection (3)(b).
(4) The copy of the resolution must be accompanied by a statement informing the member–
(a) how to signify agreement to the resolution (see section 313 (procedure for signifying agreement to written resolution), and
(b) as to the date by which the resolution must be passed if it is not to lapse (see section 314 (period for agreeing to written resolution)).
(5) In the event of default in complying with this section, a contravention of these Regulations is committed by every officer of the company who is in default.
(6) A person who commits the contravention referred to in subsection (5) shall be liable to a level 2 fine.
(7) The validity of the resolution, if passed, is not affected by a failure to comply with this section.