---
title: "Prepare a directors' written consent for a board with more than one director"
url: "https://ailawframework.com/practice/commercial-and-corporate-advisory/prepare-a-circulating-directors-resolution-for-a-company-with-more-than/united-states"
type: "task_jurisdiction_version"
site: "AI Law Framework"
id: "A1-JU20261022-7-US"
practice_area: "Commercial & Corporate Advisory (contracts, company law, governance)"
tier: "yellow"
lawyer_review: "required"
jurisdictions: ["US"]
last_reviewed: "2026-10-22"
---

# Prepare a directors' written consent for a board with more than one director

> From the decision the lawyer states, prepare a consent that sets out the action and a signature or electronic-transmission block for every director.…

Canonical page: https://ailawframework.com/practice/commercial-and-corporate-advisory/prepare-a-circulating-directors-resolution-for-a-company-with-more-than/united-states  
Last reviewed: 2026-10-22

Site index for agents: https://ailawframework.com/llms.txt

## Key facts

| Fact | Value |
| --- | --- |
| Practice area | [Commercial & Corporate Advisory (contracts, company law, governance)](https://ailawframework.com/practice/commercial-and-corporate-advisory.md) |
| Human involvement | Yellow: Lawyer and AI draft together |
| How AI is used | From the decision the lawyer states, prepare a consent that sets out the action and a signature or electronic-transmission block for every director. Note that § 141(f) requires every member of the board to consent, unless the certificate or bylaws restrict the practice. Do not treat the consent as effective. |
| What the lawyer must review | The lawyer confirms the certificate and bylaws do not restrict action without a meeting, settles the words, and decides when consents from all members of the board have been signed and have become effective. A consent may be made effective at a future time not later than 60 days after the instruction, and it is revocable before then. After the action is taken, the consent is filed with the minutes. |
| Written for | United States |
| Applies to | [Prepare a circulating directors' resolution for a company with more than one director](https://ailawframework.com/practice/commercial-and-corporate-advisory/prepare-a-circulating-directors-resolution-for-a-company-with-more-than.md) |

## Checking plan

- What the AI does: From the decision the lawyer states, prepare a consent that sets out the action and a signature or electronic-transmission block for every director. Note that § 141(f) requires every member of the board to consent, unless the certificate or bylaws restrict the practice. Do not treat the consent as effective.
- Basis: Checked against the linked sources on 22 October 2026. Confirm the current instrument before reliance.

## Notes

- The Delaware default is unanimous. A majority written resolution is not the § 141(f) rule.
- Another state's statute may allow a less-than-unanimous director consent. Read that statute and the bylaws.

## Sources

- [Delaware General Corporation Law, Subchapter IV, including § 141(f) action without a meeting](https://delcode.delaware.gov/title8/c001/sc04/index.html) (checked 2026-10-22)
- [ABA Model Rule 1.6, Confidentiality of Information](https://www.americanbar.org/groups/professional_responsibility/publications/model_rules_of_professional_conduct/rule_1_6_confidentiality_of_information/) (checked 2026-10-22)

*Practice guidance for planning and review. Confirm current primary sources and the requirements of the actual matter. This is general information, not legal advice.*