Stockholders may act by providing their written consent rather than at a meeting. Taking action by written consent rather than at a formal meeting may be preferrable in corporations, like start-up companies, where the number of stockholders is relatively small and easily identifiable.

A Shareholders' Consent to Action Without Meeting, or a consent resolution, is a written statement that describes and validates a course of action taken by the shareholders of a particular corporation without a meeting having to take place between directors and/or shareholders.

A written consent is a document governing bodies within companies can adopt resolutions and take action. A resolution is a statement describing action taken by a governing body within a company. Within a corporation, shareholders, boards of directors and committees of directors may take action by adopting a resolution.

A notice to stockholders under Section 228(e) of the Delaware General Corporation Law (DGCL) that a stockholder action has been taken without a meeting and approved by less than unanimous written consent. This Standard Document has integrated notes with important explanations and drafting tips.

Written consent allows directors and executives to push forth an action via writing or electronic transmission for informed decisions. So, in these cases, establishing consent is a matter of using either PDFs, faxes, or emails that indicate executive approvals.

Typically, Stockholder Consents happen around large company decisions that can affect the stockholders' equity. Often times, a written consent will be drafted by the company and then signed by the stockholders in lieu of a physical or virtual meeting of the stockholders.

Shareholder action by written consent refers to corporate shareholders' right to act by written consent instead of a meeting. This type of consent avoids some of the negative characteristics of shareholder meetings.

A shareholder (in the United States often referred to as stockholder) of corporate stock refers to an individual or legal entity (such as another corporation, a body politic, a trust or partnership) that is registered by the corporation as the legal owner of shares of the share capital of a public or private ...

“Written Consent in Lieu of Meeting” is a legal mechanism that allows the board of directors, shareholders, or members of an organization to make a decision or approve a resolution without actually convening a physical or virtual meeting.

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