A waiver of notice of a special meeting of directors is a legal document that allows directors of a corporation in Massachusetts to waive the requirement of advanced notice for a special meeting. The purpose of this waiver is to expedite decision-making processes and allow directors to convene and address urgent matters without having to wait for the standard notice period. In Massachusetts, there are essentially two types of waivers of notice of special meetings of directors: 1. Unanimous Written Consent Waiver: This type of waiver occurs when all directors of a corporation agree, in writing, to forgo the notice requirement for a special meeting. Each director signs the waiver document, acknowledging their agreement to waive notice and their intent to attend the meeting. This waiver allows the board of directors to swiftly address pressing matters without going through the standard notice procedures. 2. Majority Written Consent Waiver: In this scenario, a majority of the directors (but not necessarily all) agree, in writing, to waive the notice requirement for a special meeting. Similar to the unanimous written consent waiver, each director signs the document indicating their agreement to waive notice and their intention to attend the meeting. While this waiver does not require the consent of every director, it still allows for quick decision-making by involving only the majority. Both types of waivers mentioned above have the same aim: to eliminate the need for the typical notice period, which is typically a designated number of days (e.g., 7 or 14) before a special meeting. However, it is important to note that waivers of notice should only be used in urgent situations where immediate action is required, as regular notice requirements ensure transparency and allow directors to adequately prepare for meetings. In conclusion, a Massachusetts waiver of notice of special meeting of directors is an essential legal document that enables directors of a corporation to expedite decision-making in urgent situations by voluntarily waiving the requirement for advanced notice. The two types of waivers commonly used are the unanimous written consent waiver and the majority written consent waiver. However, it is advisable to seek legal counsel to ensure compliance with all relevant laws and regulations.