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Statute 607.1502 outlines provisions for the Florida Business Corporation Act regarding the election and removal of directors. It provides clarity on how a Florida Unanimous Action of Shareholders Increasing the Number of Directors can effectively take place. Utilizing this statute ensures that your corporate governance remains compliant and beneficial for all parties involved.
Unanimous Written Consent means a written consent executed by at least one representative of each Member.
Under Florida law, a corporation must have at least one director. Directors must be at least eighteen years old. Directors need not be residents of Florida or shareholders of the corporation, unless the articles of incorporation so require.
The Quorum Requirement The number of shareholders that constitute a quorum is defined by state law. Most states require by default that more than 50% of the corporation's shares be represented at the meeting in order for there to be a quorum.
All companies must appoint at least one director and a secretary.
How many Directors are necessary? In Florida, a corporation is only required to have at least one director, however you are permitted to have more. That same person may also be the only shareholder and officer.
Since written consents must be unanimous, they are also good evidence to third parties doing due diligence that a company's Board solidly supported a particular action.
(1) A corporation shall have the officers described in its bylaws or appointed by the board of directors in accordance with the bylaws. (2) A duly appointed officer may appoint one or more officers or assistant officers if authorized by the bylaws or the board of directors.
The 2021 Florida Statutes (4) A director may be removed by the shareholders only at a meeting of shareholders called for the purpose of removing the director, and the meeting notice must state that the removal of the director is the purpose, or one of the purposes, of the meeting.
At least 3 directors for private corporations and simplified corporations by shares. The board of public corporations must be composed of at least 5 directors.