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7.05. Meetings of shareholders. Meetings of shareholders may be held either within or without this State, as may be provided in the by-laws or in a resolution of the board of directors pursuant to authority granted in the by-laws.
§ 12.56. Shareholder remedies: non-public corporations. (4) The corporation assets are being misapplied or wasted. (12) The dissolution of the corporation if the court determines that no remedy specified in subdivisions (1) through (11) or other alternative remedy is sufficient to resolve the matters in dispute.
(2) Every notice of a meeting shall specify the place, date, day and the hour of the meeting and shall contain a statement of the business to be transacted at such meeting.
(i) Date, time and place of meeting; (ii) Purpose of the meeting; (iii) Notice of any special business to be conducted; (iv) Nature of special business in sufficient details; (v) The text of any special resolution or by-law to be submitted to the meeting; and (vi) Any additional details required by the by-laws or ...
Generally, notices should be provided more than ten days, but less than 60 days before a meeting is set to occur. Your shareholders also have the option to waive the specific notice of the meeting requirements. Asking your shareholders to sign this waiver allows you to conduct meetings on short notice.
In order to have a legal meeting you must have a quorum of shareholders present. Typically, a quorum is defined as a representative of more than half of all shares outstanding. There are many other items that can be included on the agenda for an annual shareholder meeting.
Your notice must follow state and company guidelines, but it should have your company name , the date and time of the meeting, the location of the meeting, an agenda , and notes . For more information about how to prepare a notice of meeting, read this article.
The notice should state the time, date and place of the meeting and the general nature of the business to be conducted. The wording of any special resolution must also be included and the intention to propose it as a special resolution.