Indiana Unanimous Consent of Shareholders in Place of Annual Meeting
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FAQ
When should I hold a shareholder meeting? An annual shareholder meeting is typically scheduled just after the end of the fiscal year. This allows for the previous year's financial performance to be fully assessed and discussed.
The company's bylaws state that the shareholders' quorum is the "majority in interest of all the shares entitled to vote on a matter."1 Generally, when voting, whatever the majority of the quorum votes for is approved.
A shareholders' meeting is a meeting held by the shareholders of a company to discuss the arrangements of the company or to vote in the election of board members.
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".
Also, while a company's board can only call an AGM, an EGM can also be called by the board on the requisition of shareholders, requisitionist, or tribunal.
If the Board fails to cause such a meeting to be called and held as required by this Section, the shareholder or shareholders making the demand may call the meeting by giving notice as provided in Section 1.04 at the expense of the corporation.
If the Board fails to convene its Annual General Meeting in any year, any Member of the company may approach the prescribed authority, which may then direct the calling of the Annual General Meeting of the company. Section 96 of the Act requires that the Annual General Meeting should be held in each year.
Shareholder meetings are a regulatory requirement which means most public and private companies must hold them. Notification of the meeting's date and time is often accompanied by the meeting's agenda.
(a) Except as otherwise provided in this article, articles of incorporation, or bylaws, a quorum of a board of directors consists of a majority of the directors in office immediately before a meeting begins.
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).