Delaware Code (Titles 8, 9, 25, 30)
8 Del. C. § 147
Authorization of agreements and other instruments [For application of this section, see 84 Del. Laws, c. 309, § 6]
Whenever this chapter expressly requires the board of directors to approve or take other action with respect to any agreement, instrument or document, such agreement, instrument or document may be approved by the board of directors in final form or in substantially final form. If the board of directors shall have acted to approve or take other action with respect to an agreement, instrument or document that is required by this chapter to be filed with the Secretary of State or referenced in any certificate so filed, the board of directors may, at any time after providing such approval or taking such other action and prior to the effectiveness of such filing with the Secretary of State, adopt a resolution ratifying the agreement, instrument or document. A ratification under this section shall be deemed to be effective as of the time of the original approval or other action by the board of directors and to satisfy any requirement under this chapter that the board of directors approve or take other action with respect to such agreement, instrument or document in a specific manner or sequence. Ratification under this section shall not be deemed to be the exclusive means of ratifying an agreement, instrument or document approved by the board of directors pursuant to this section, but shall be in addition to any ratification or validation that may be available under §§ 204 and 205 of this title or under the common law.
Amendment history
84 Del. Laws, c. 309, § 2
Source: view the official text
In this title (40 sections)
- 8-116 · Document form, signature and delivery
- 8-121 · General powers
- 8-122 · Specific powers [For application of this section, see 84 Del.…
- 8-123 · Powers respecting securities of other corporations or entities
- 8-124 · Effect of lack of corporate capacity or power; ultra vires
- 8-125 · Conferring academic or honorary degrees
- 8-126 · Banking power denied
- 8-127 · Private foundation; powers and duties
- 8-131 · Registered office in State
- 8-132 · Registered agent in State; resident agent
- 8-133 · Change of location of registered office; change of registered…
- 8-134 · Change of address or name of registered agent
- 8-135 · Resignation of registered agent coupled with appointment of…
- 8-136 · Resignation of registered agent not coupled with appointment of…
- 8-141 · Board of directors; powers; number, qualifications, terms and…
- 8-142 · Officers; titles, duties, selection, term; failure to elect;…
- 8-143 · Loans to employees and officers; guaranty of obligations of…
- 8-144 · Interested directors and officers; controlling stockholder…
- 8-145 · Indemnification of officers, directors, employees and agents;…
- 8-146 · Submission of matters for stockholder vote
- 8-147 · Authorization of agreements and other instruments [For…
- 8-151 · Classes and series of stock; redemption; rights
- 8-152 · Issuance of stock; lawful consideration; fully paid stock
- 8-153 · Consideration for stock
- 8-154 · Determination of amount of capital; capital, surplus and net…
- 8-155 · Fractions of shares
- 8-156 · Partly paid shares
- 8-157 · Rights and options respecting stock
- 8-158 · Stock certificates; uncertificated shares
- 8-159 · Shares of stock; personal property, transfer and taxation
- 8-160 · Corporation’s powers respecting ownership, voting, etc., of its…
- 8-161 · Issuance of additional stock; when and by whom
- 8-162 · Liability of stockholder or subscriber for stock not paid in…
- 8-163 · Payment for stock not paid in full
- 8-164 · Failure to pay for stock; remedies
- 8-165 · Revocability of preincorporation subscriptions
- 8-166 · Formalities required of stock subscriptions
- 8-167 · Lost, stolen or destroyed stock certificates; issuance of new…
- 8-168 · Judicial proceedings to compel issuance of new certificate or…
- 8-169 · Situs of ownership of stock