Delaware Resolution of Meeting of LLC Members - General Purpose
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FAQ
An operating agreement outlines the foundational structure and rules of an LLC, detailing how it operates and how decisions are made. In contrast, a resolution records specific decisions made at a particular time, often reflecting the members' or managers' consensus. Hence, the Delaware Resolution of Meeting of LLC Members - General Purpose serves a distinct function in documenting these occurrences while the operating agreement governs ongoing operations.
Generally, no, LLC's are not required to hold annual meetings; however, annual meetings are a great way to maintain a healthy and well-run business.
The Articles of Incorporation are filed with the state of Delaware, whereas the corporate bylaws are internal and not required to be disclosed to the Registered Agent or the state of Delaware.
Unlike corporations, neither Texas nor Delaware law require LLCs to hold annual meetings or maintain minutes of meetings if they are held this holds true for members and managers (FYI, LLCs don't always have managers).
Stockholders may, unless the certificate of incorporation otherwise provides, act by written consent to elect directors; provided, however, that, if such consent is less than unanimous, such action by written consent may be in lieu of holding an annual meeting only if all of the directorships to which directors could
While Texas requires its corporations to keep regular meeting minutes, Delaware does not. These minutes do not need to be filed with the state, but they should be kept with your corporate records.
Yes. Delaware law requires every corporation to hold an annual shareholders meeting at least once every 13 months. Generally, the date of the annual meeting is contained in the bylaws of the corporation. A meeting must be held, regardless of the number of shareholders in the corporation.
Generally, states don't require LLCs to hold annual member meetings and write minutes. An LLC's operating agreement, however, may require annual meetings and recording of minutes. When that's the case, it's critical for the LLC to follow through with that requirement to demonstrate adherence to business compliance.
Delaware law requires that a meeting of stockholders of a corporation must happen every year (or technically every 13 months under Delaware law).
Keep in mind there are no stated required officer positions that a Delaware corporation must have, as opposed to other states. One person can comprise an entire Delaware corporation. Most Delaware companies have at least a president as well as a secretary.
