Article 354 CCQ - Written resolution of directors

Article 354 provides that a resolution in writing, signed by everyone entitled to vote on it, has the same value as if it had been adopted at a meeting of the board of directors, of the members or of another organ. A copy of the resolution is kept with the minutes.

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What it means for your syndicate

From the general rules on legal persons, this article applies to the syndicate: the board can take a decision by written resolution, without holding a meeting, provided every director entitled to vote signs it.

The written resolution must be kept with the board's minutes. It is the basis for resolutions signed remotely, including by electronic signature where the validity conditions are met.

CondoAide keeps written resolutions in the register, time-stamped and available to the co-owners, alongside the minutes they relate to.

Official text of the article

The official, up-to-date text of article 354 is published by the Éditeur officiel du Québec. CondoAide only provides a plain-language summary here.

Last verified on July 13, 2026. CondoAide is not a legal authority and does not replace professional advice. If there is any discrepancy, the official Civil Code text prevails.

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