Alaska Call of Special Stockholders' Meeting by Stockholders

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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

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

Stockholders and members may vote in person or by proxy in all meetings of stockholders or members....Each notice of meeting shall further be accompanied by the following:(a) The agenda for the meeting;(b) A proxy form which shall be submitted to the corporate secretary within a reasonable time prior to the meeting;More items...

A shareholder meeting will often be called when shareholder input is needed in a major decision, such as a change in directors. Investors are also able to call special shareholder meetings, subject to a specific set of rules.

Special meeting is a meeting called by shareholders to discuss specific matters stated in the notice of the meeting. It is a meeting of shareholders outside the usual annual general meeting.

The board of directors has the power to call general meetings and the majority of general meetings will be called by the directors (S302 of the Companies Act 2006). The members also have the ability to demand a general meeting.

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.

Special meetings of the Board for any purpose or purposes may be called at any time by the chairman of the Board, the chief executive officer, the secretary or any two directors. The person(s) authorized to call special meetings of the Board may fix the place and time of the meeting.

Key Takeaways. An annual general meeting (AGM) is the yearly gathering of a company's interested shareholders. At an annual general meeting (AGM), directors of the company present the company's financial performance and shareholders vote on the issues at hand.

The directors' must call the meeting within 21 days after the request is given to the Company and the meeting must be held no later than two months after the request (Section 249D(5)). The obligation to call the meeting is imposed on the directors, whereas the obligation to hold the meeting is imposed on the company.

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

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Alaska Call of Special Stockholders' Meeting by Stockholders