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New York Demand by Directors for a Meeting of the Board of Directors of the Corporation

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Multi-State
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US-13383BG
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This form is a written demand by Directors of a Corporation for a Special Meeting of the Board of Directors of the Corporation. A New York Demand by Directors for a Meeting of the Board of Directors of the Corporation is a formal request made by one or more directors to convene a meeting of the board in accordance with the laws and regulations governing corporations in New York. This demand is typically made when directors believe that there are pressing matters that require the attention and decision-making of the entire board. In New York, there are two main types of demands that directors can make to call a meeting: the Statutory Demand and the Common-Law Demand. 1. Statutory Demand: A statutory demand is made under section 708 of the New York Business Corporation Law (BCL), which sets forth the requirements and procedures for calling a board meeting. Directors can use this demand when they believe that it is necessary to address specific issues that fall within the purview of the board's authority. The demand must be in writing and delivered to the corporate secretary or a specific officer designated in the bylaws. The request must state the purpose of the meeting, and the meeting should be held within a reasonable time after the demand is made. 2. Common-Law Demand: A common-law demand refers to the right of directors to demand a meeting based on the common-law principles of corporate governance, which are not codified in the BCL. This type of demand is typically used when directors believe that the statutory demand process would not be effective, or when there is an urgent need for a board meeting that cannot wait for adherence to statutory timelines. The common-law demand empowers directors to call a meeting under the general duty of loyalty and fiduciary duty they owe to the corporation and its shareholders. Keywords: New York Demand, Meeting of the Board of Directors, Corporation, Directors, Statutory Demand, Common-Law Demand, New York Business Corporation Law, Corporate Governance, Fiduciary Duty, Shareholders, Urgent Matters, Formal Request, Convene.

A New York Demand by Directors for a Meeting of the Board of Directors of the Corporation is a formal request made by one or more directors to convene a meeting of the board in accordance with the laws and regulations governing corporations in New York. This demand is typically made when directors believe that there are pressing matters that require the attention and decision-making of the entire board. In New York, there are two main types of demands that directors can make to call a meeting: the Statutory Demand and the Common-Law Demand. 1. Statutory Demand: A statutory demand is made under section 708 of the New York Business Corporation Law (BCL), which sets forth the requirements and procedures for calling a board meeting. Directors can use this demand when they believe that it is necessary to address specific issues that fall within the purview of the board's authority. The demand must be in writing and delivered to the corporate secretary or a specific officer designated in the bylaws. The request must state the purpose of the meeting, and the meeting should be held within a reasonable time after the demand is made. 2. Common-Law Demand: A common-law demand refers to the right of directors to demand a meeting based on the common-law principles of corporate governance, which are not codified in the BCL. This type of demand is typically used when directors believe that the statutory demand process would not be effective, or when there is an urgent need for a board meeting that cannot wait for adherence to statutory timelines. The common-law demand empowers directors to call a meeting under the general duty of loyalty and fiduciary duty they owe to the corporation and its shareholders. Keywords: New York Demand, Meeting of the Board of Directors, Corporation, Directors, Statutory Demand, Common-Law Demand, New York Business Corporation Law, Corporate Governance, Fiduciary Duty, Shareholders, Urgent Matters, Formal Request, Convene.

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New York Demand by Directors for a Meeting of the Board of Directors of the Corporation