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Notice of Special Stockholders' Meeting to Consider Recapitalization

Palm Beach Florida Notice of Special Stockholders' Meeting to Consider Recapitalization

Name: Palm Beach Florida Notice of Special Stockholders' Meeting to Consider Recapitalization
Brand: US Legal Forms
Rating: 4.61 (231 reviews)

Category:

Corporations - Meetings

State:

Multi-State

County:

Palm Beach

Control #:

US-1052BG

Format:

Instant download

Description

Recapitalization is a change in the capitalization of a corporation, generally upon reorganization. Recapitalization is done by increase or decrease in number of shares of stock or of a particular issue of stock, sometimes providing for preferred stock, at other times, eliminating preferred in favor of common, or by other method of altering the capital structure.

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FAQ

A special meeting allows shareholders to remove the current board of directors and elect a new board.

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.

The right to attend a General Shareholders' Meeting shall accrue to the holders of at least 300 shares, provided that such shares are registered in their name in the corresponding book-entry registry five days in advance of the date on which the General Shareholders' Meeting is to be held, and provided also that they

: 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.

Notice of Meeting. Notice of the annual meeting must be given not less than 10 nor more than 90 days before the date of the meeting. (Corp. Code §7511(a).) However, the 10-day minimum in the Corporations Code was modified by Civil Code §5115, which requires at least 30 days of balloting.

Most states require notice of any shareholder meeting be mailed to all shareholders at least 10 days prior to the meeting. The notice should contain the date, time and location of the meeting as well as an agenda or explanation of the topics to be discussed.

Shareholder Notice means written notice from a Shareholder notifying the Company and the Selling Shareholder that such Shareholder intends to exercise its Secondary Refusal Right as to a portion of the Transfer Shares with respect to any Proposed Shareholder Transfer.

Special meetings of stockholders or members shall be held at any time deemed necessary or as provided in the by-laws: Provided, however, That at least one (1) week written notice shall be sent to all stockholders or members, unless otherwise provided in the by-laws.

Even for a big, popular firm like Warren Buffett's Berkshire Hathaway, the business portion of the agenda takes only about 20 minutes. The election of directors and votes on shareholder proposals are handled in a largely scripted manner. At the conclusion of the meeting, the minutes are formally recorded.

A special meeting allows shareholders to remove the current board of directors and elect a new board.

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Palm Beach Florida Notice of Special Stockholders' Meeting to Consider Recapitalization

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