Directors' Resolution Calling Stockholders' Meeting to Consider Recapitalization is a document used by the board of directors of a company to call a stockholders' meeting to discuss the company's potential recapitalization. A recapitalization involves making changes to a company's capital structure, such as increasing or decreasing the number of shares of stock outstanding, changing the rights and privileges of each class of stock, or issuing new classes of stock. It is important for a company's board of directors to have a stockholders' meeting to discuss any proposed recapitalization because it allows the shareholders to vote on the proposal. There are two types of Directors' Resolution Calling Stockholders' Meeting to Consider Recapitalization: a special resolution and a general resolution. A special resolution requires a higher majority of the shareholders to vote in favor of the proposal, usually two-thirds. A general resolution requires a simple majority of the shareholders to vote in favor of the proposal.