Article 308 — Decisions of the Board of Directors

1/ No decision may be taken by the board of directors unless a majority of directors is present; unless a greater vote is required by the memorandum of association of the company, decisions shall be taken by the majority vote of directors who are present personally, by proxy and by electronic means as provided under Article 309 of this Code; Absent a provision to the contrary in the memorandum of association, the chairperson of the board of directors shall have casting vote in case of a tie. 2/ Decisions of the board shall be drawn up as minutes and shall be signed by directors who were present physically or through a proxy and the secretary of the company; The minutes shall be kept in a minute book. 3/ Copies of decisions shall be signed by the chairperson of the board and the secretary of the company.