(1) A board of directors’ meeting shall be convened by each director: Provided, That this shall not apply where a director with the power to convene such meetings has been designated by a resolution of the board of directors.
(2) Any director who has not been designated as the director with the power to convene a board of directors' meeting under the proviso to paragraph (1) may request the director so designated to convene such meeting. Where the director so designated refuses to convene the meeting without good cause, other directors may convene a board of directors’ meeting. <Newly Inserted by Act No. 6488, Jul. 24, 2001>
(3) In convening a board of directors' meeting, the date of such meeting shall be fixed and a notice of convocation shall be sent to each director and auditor at least one week prior to such date: Provided, That the said period may be shortened by the articles of incorporation. <Amended by Act No. 3724, Apr. 10, 1984>
(4) When there is consent of all the directors and auditors, a board of directors’ meeting may be held at any time without undergoing the procedures set forth in paragraph (3). <Amended by Act No. 3724, Apr. 10, 1984; Act No. 6488, Jul. 24, 2001>