DIRECTORS

[57

appointee. It is thought that even in that event the ap-
pointment would be valid as there is no complete assignment
of the office; but it might be argued that there was an assign-
ment pro tanto, and if it is desired to preclude any doubt as to
the validity of the appointment it would be better that the
director making the appointment should be responsible for
the acts of his appointor.

A provision in the articles of association that a resolution
signed by all the directors is as effective as a resolution duly
passed at a properly convened board meeting would include
the signature of an alternate in lieu of the signature of the
director, but not both.