Georgia Unanimous Consent of Shareholders in Place of Annual Meeting
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FAQ
A unanimous shareholder agreement is a legal document that outlines the rights and obligations of all shareholders in a corporation. This agreement can set guidelines for decision-making, share transfer, and succession planning. In Georgia, it works in conjunction with the Georgia Unanimous Consent of Shareholders in Place of Annual Meeting to ensure that shareholder interests are protected.
A form of unanimous written consent of the board of directors for a Delaware corporation to be used when the board of directors takes action without a formal board meeting. This Standard Document has integrated notes with important explanations and drafting tips.
An Action by Unanimous Written Consent, also known as an Action Without Meeting (or simply, a unanimous written consent), is a document through which the Board of Directors of an organization decides to pass a specific corporate resolution (or resolutions) without having a face-to-face meeting.
A board resolution, also sometimes called a corporate resolution, is a formal document that makes a statement about an issue that is so important that the board wants to have a record of it. A resolution is a document stands as a record if compliance comes in to question.
Usually, there are no requirements for limited liability companies to hold annual meetings like corporations. However, the internal organizational documents, such as the LLC operating agreement, may require that the members hold regular meetings.
For private companies which are not traded companies, AGM procedures do not require them to hold an annual general meeting unless required by its articles of association. Nonetheless, meetings should still be held to review matters to be dealt with every financial year and ensure legal compliance.
There is now no statutory requirement for a private company to hold any general meetings, not even an Annual General Meeting.
Since written consents must be unanimous, they are also good evidence to third parties doing due diligence that a company's Board solidly supported a particular action.
When a group or a decision is unanimous, it means that everyone is in total agreement.
All eligible directors must either sign copies of the written resolution, or otherwise agree to it in writing. A sole director will usually make decisions by written resolution.