Resolution at Board of Directors Meetings Article 369 The resolution at a board of directors meeting is passed by a majority (in cases where a higher proportion is provided for in the articles of incorporation, such proportion or more) of the directors present at the meeting where the majority (in cases where a higher proportion is provided for in the articles of incorporation, such proportion or more) of the directors entitled to participate in the vote are present.
前項の決議について特別の利害関係を有する取締役は、議決に加わることができない。
Directors with a special interest in the resolution under the preceding paragraph may not participate in the vote.
With respect to the business of the board of directors meeting, minutes must be prepared pursuant to the provisions of Ministry of Justice Order, and if the minutes are prepared in writing, the directors and company auditors present at the meeting must sign or affix the names and seals to it.
With respect to information recorded in an electronic or magnetic record in cases where the minutes under the preceding paragraph have been prepared as an electronic or magnetic record, an action in lieu of the signing or the affixing of names and seals prescribed by Ministry of Justice Order must be taken.
Directors who participate in resolutions at the board of directors meeting and do not have their objections recorded in the minutes under paragraph (3) are presumed to have agreed to such resolutions.
