Virgin Islands Call of Special Stockholders' Meeting By President of Corporation

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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

Typically either the president or a majority vote of the board (or both) can call a special meeting. You need to give proper notice to members and, of course, you need a quorum to do business. The procedure should be spelled out in your bylaws.

The British Virgin Islands has approximately 30 registered companies per head of population, which is probably the highest ratio of any country in the world.

There are an estimated 950,000 companies registered in the islands and the BVI is considered one of the major players in this sector.

Under section 61 of the Companies Act 71 of 2008 (Companies Act), only the board of a company, or any other person specified in the company's Memorandum of Incorporation (MOI) or rules, has the power to call a shareholders' meeting.

Company law in the BVI is designed to provide maximum flexibility; companies are permitted to undertake any lawful act or activity, and there are no corporate benefit restrictions. Further, the BVI does not impose capitalisation rules or impose any general maintenance of capital requirements.

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".

Tax benefits Perhaps the most widely known (and often misconstrued) benefit of incorporation in the BVI is the tax neutral treatment of BVI companies. There is no corporation tax payable by BVI companies, making the BVI an ideal location to incorporate a start-up company.

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

The term shareholders refers to the people directly involved in the corporation who are participating in the company's gains or losses. The special meeting aims to enable the shareholders to know the company's affairs and vote on the management's recommendations in the proposed resolution.

Special meetings of the shareholders may be called for any purpose or purposes, at any time, by the Chief Executive Officer; by the Chief Financial Officer; by the Board or any two or more members thereof; or by one or more shareholders holding not less than 10% of the voting power of all shares of the corporation

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Virgin Islands Call of Special Stockholders' Meeting By President of Corporation