Virgin Islands Unanimous Consent of Shareholders in Place of Annual Meeting
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FAQ
Unanimous Written Consent means a written consent executed by at least one representative of each Member.
Board meetings are held more regularly than the annual shareholders' meeting - perhaps once a month, or however frequently the board deems necessary. Board meetings are also generally closed to all but the board, their legal counsel, accountants, and the managing agent or agents.
Taking into consideration that written consents are required to be unanimous, third parties can be assured that boards performed their due diligence in documenting that the board solidly supported a specific action.
Shareholder action by written consent refers to corporate shareholders' right to act by written consent instead of a meeting. This type of consent avoids some of the negative characteristics of shareholder meetings.
1 Any Director of a company may, at any time, summon a Meeting of the Board, and the Company Secretary or where there is no Company Secretary, any person authorised by the Board in this behalf, on the requisition of a Director, shall convene a Meeting of the Board, in consultation with the Chairman or in his absence,
The right to requisition a meeting is a fundamental right (a) The right of dissident shareholders to requisition a meeting of shareholders is a fundamental right of shareholders. It is a substantive right, and is not lightly to be interfered with".
Shareholder action by written consent refers to corporate shareholders' right to act by written consent instead of a meeting. This type of consent avoids some of the negative characteristics of shareholder meetings.
Unanimous resolution means a resolution which is unanimously passed at a duly convened general meeting of a body corporate at which all persons entitled to exercise the powers of voting conferred by or under this Act are present personally or by proxy or vote in writing at the time of the motion. Sample 1. Sample 2.
All shareholders have the right to attend the meetings, although in the case of corporations such as limited liability companies, the bylaws can stipulate that attendance depend on holding a minimum number of shares, and in the case of listed companies this cannot exceed one thousand shares.
Question: Can shareholders insist on attending board meetings? No. The only people who can of right attend board meetings are the directors.