In Washington, a corporation is a legal entity that is governed by its shareholders, who hold ownership in the company through shares. These shareholders have the power to make decisions that are essential to the functioning and operations of the corporation. One important decision-making process in a Washington corporation is the consent by shareholders. Consent by shareholders refers to the collective agreement or approval of shareholders on specific matters that require their input and decision-making. It is a mechanism through which shareholders exercise their rights and provide their consent on crucial matters that directly affect the corporation's operations, finances, and management. There are different types of consent by shareholders in Washington corporations, which include: 1. Shareholder Written Consent: Shareholders have the ability to provide their consent on specific matters in writing without the need for a formal meeting. This type of consent is typically used for minor decisions that do not require a physical meeting of shareholders. Each shareholder signs the written consent, and the corporation maintains these consent documents as part of its corporate records. 2. Unanimous Consent: In certain situations, all shareholders of a corporation must provide their unanimous consent for a specific decision or action. Unanimous consent is required when making significant changes to the corporation's articles of incorporation, bylaws, or other important governance documents. It ensures that all shareholders are in agreement before proceeding with a particular course of action. 3. Special Meeting Consent: Shareholders may provide their consent during a special meeting called for a specific purpose. This type of consent is typically used for major decisions, such as mergers, acquisitions, or significant changes in the corporation's capital structure. The corporation must provide proper notice to shareholders regarding the special meeting and the matters for which their consent is sought. 4. Proxy Consent: Shareholders also have the option to delegate their voting rights to another person or entity through a proxy. This proxy can provide consent on behalf of the shareholder during a meeting or any other decision-making process. Proxy consent enables shareholders who are unable to attend meetings to still have their voices heard and provide their consent on important matters. In all types of consent by shareholders, it is essential to adhere to the procedures and requirements outlined in Washington corporate laws and the corporation's governing documents. These procedures ensure transparency, fairness, and the protection of shareholders' rights and the overall governance of the corporation. In conclusion, Washington Corporation — Consent by Shareholders refers to the process through which shareholders in a corporation provide their collective consent or approval on specific matters. This consent can be given through written consent, unanimous consent, special meeting consent, or proxy consent, depending on the nature and significance of the decision at hand. Compliance with relevant laws and regulations is crucial in conducting these processes to ensure proper corporate governance and the protection of shareholders' interests.