law: Companies Act, 2013 
  175.
  
    Passing
  
  of resolution by circulation.
  1.      No resolution shall
  
  be deemed to have been duly passed by the Board or by a committee thereof by
  
  circulation, unless the resolution has been circulated in draft, together with
  
  the necessary papers, if any, to all the directors, or members of the
  
  committee, as the case may be, at their addresses registered with the company
  
  in India by hand delivery or by post or by courier, or through such electronic
  
  means as may be prescribed and has been approved by a majority of the directors
  
  or members, who are entitled to vote on the resolution:
  Provided
  
  that, where not less than one-third of the total number of directors of the
  
  company for the time being require that any resolution under circulation must
  
  be decided at a meeting, the chairperson shall put the resolution to be decided
  
  at a meeting of the Board.
  2.      A resolution under
  
  sub-section (1 ) shall be noted at a subsequent meeting of the Board or
  
  the committee thereof, as the case may be, and made part of the minutes of such
  
  meeting.