California Waiver Special Meeting of Shareholders refers to a specific type of meeting held by corporations in California, where shareholders are provided with the opportunity to discuss and vote on important matters that require their approval. This meeting is organized to seek a waiver from shareholders in relation to certain provisions or requirements set forth by the California Corporations Code or the corporation's Articles of Incorporation and Bylaws. During the California Waiver Special Meeting of Shareholders, the company's management or board of directors presents the proposed waivers or amendments to the shareholders, explaining the reasoning, benefits, and potential impacts of the proposed changes. The shareholders are then asked to cast their votes, either for or against the proposed waivers, to reach a consensual decision. The waivers sought during the California Waiver Special Meeting of Shareholders can vary depending on the specific needs and circumstances of the corporation. Some common types of waivers that may be addressed in such meetings include: 1. Waiver of Notice: This type of waiver allows shareholders to conduct the meeting without prior notice, as usually mandated by the California Corporations Code. By waiving notice requirements, the corporation can save time and expedite decision-making processes. 2. Quorum Requirement Waiver: Shareholders may be asked to waive quorum requirements during the special meeting. Quorum refers to the minimum number of shareholders required to be present for valid decision-making. By obtaining a quorum requirement waiver, corporations can move forward with decision-making even if the required number of shareholders is not physically present. 3. Voting Threshold Waiver: Shareholders may be asked to waive the standard voting thresholds prescribed by the California Corporations Code. This waiver allows the corporation to modify the required majority vote percentage to approve specific matters. 4. Amendment of Articles of Incorporation: Shareholders may be asked to waive specific provisions of the Articles of Incorporation, such as changing the company's name, altering the number of authorized shares, or modifying other operational or structural details. It is important to note that the specific types of waivers and their relevance to a California Waiver Special Meeting of Shareholders may vary depending on the circumstances of the corporation. Prior to conducting such a meeting, corporations must adhere to the legal requirements outlined in the California Corporations Code and ensure compliance with the corporation's governing documents.