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Call of Special Stockholders' Meeting by Stockholders

Pima Arizona Call of Special Stockholders' Meeting by Stockholders

Name: Pima Arizona Call of Special Stockholders' Meeting by Stockholders
Brand: US Legal Forms
Rating: 4.64 (363 reviews)

Category:

Corporations - Meetings

State:

Multi-State

County:

Pima

Control #:

US-1049BG

Format:

Instant download

Description

Generally, if a stockholders' meeting is not called by a person or a group authorized to call such a meeting, the proceedings and decisions which occur at such a meeting will be of no effect. The board of directors is usually considered to be the appropriate body to call stockholders' meetings. Some state statutes allow the stockholders themselves to call a meeting without resort to the courts when corporate management has improperly failed or refused to call a meeting. Unless there is special authorization in the charter or bylaws, a corporate officer, such as the president of the corporation, is not considered a person authorized to call a stockholders' meeting on his or her own authority.

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FAQ

Usually, the call to meeting must be issued by a specific officer (often the president) and sometimes requires the approval of the board. Some organizations allow a set number of members to submit a written request that requires the president to call a special meeting.

At a special meeting, members can discuss only the business that was stated in the notification (which is referred to as the call to the meeting). If some emergency business is transacted for which no notice was given, the organization must ratify that business at a regular meeting or at another special meeting.

Special meetings of members can also be called by the directors to make decisions concerning special business. Special business is generally considered to be any business other than the annual business to be transacted at an annual meeting of members.

At an ordinary meeting, you can deal with virtually any business except things which require special notice, or matters which the law or the Constitution dictates can only be dealt with at a special meeting. A special meeting is usually called a Special General Meeting (SGM) or an Extraordinary General Meeting (EGM).

The corporation can allow others to call a special meeting, such as the BoD Chair, CEO, or yes, shareholders.

: a meeting held for a special and limited purpose specifically : a corporate meeting held occasionally in addition to the annual meeting to conduct only business described in a notice to the shareholders.

In addition to specifying the date, time, and location of the meeting, special meeting notices should make note of all agenda items. Unless the bylaws indicate something different, board members should only be discussing the business that was stated in the notice for the special meeting.

Special stockholder meetings can be called by the board of directors or any person that is authorized in the certificate of incorporation or in the bylaws of the company.

Meeting of members should be held to take members approval on some business matters. To transact ordinary business and the special business (if any) of the company, the annual general meeting is held by the board, whereas special business is discussed in the extraordinary general meeting.

Although attending a shareholders' meeting or board of directors' meeting is technically not required, the group must have a quorum present in order to make any decisions or vote. A "quorum" is the minimum number of voting members that must be present to conduct business.

More info

United States. Congress. House. Committee on the Judiciary.Shareholders Meeting. Customer satisfaction surveys. United States. Congress. House. Committee on the Judiciary. Shareholders Meeting. Customer satisfaction surveys.

Pima Arizona Call of Special Stockholders' Meeting by Stockholders

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