Pennsylvania Statutes Title 15 Pa.C.S.A. Corporations and Unincorporated Associations § 1727. Quorum of and action by directors

(a) General rule.--Unless otherwise provided in the bylaws, a majority of the directors in office of a business corporation shall be necessary to constitute a quorum for the transaction of business, and the acts of a majority of the directors present and voting at a meeting at which a quorum is present shall be the acts of the board of directors.

(b) Action by consent.--Unless otherwise restricted in the bylaws, any action required or permitted to be approved at a meeting of the directors may be approved without a meeting if a consent or consents to the action in record form are signed, before, on or after the effective date of the action by all of the directors in office on the date the first consent is signed. The consent or consents must be filed with the minutes of the proceedings of the board of directors.