Oregon Consent Statement for Consent of Stockholders in Lieu of Special Meetings

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Multi-State
Control #:
US-CC-1-143
Format:
Word; 
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Description

This is a Consent Statement to be used by corporation across the United States. This particular Consent Statement asks for the Stockholder's consent in lieu of calling a special meeting.
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  • Preview Consent Statement for Consent of Stockholders in Lieu of Special Meetings
  • Preview Consent Statement for Consent of Stockholders in Lieu of Special Meetings
  • Preview Consent Statement for Consent of Stockholders in Lieu of Special Meetings
  • Preview Consent Statement for Consent of Stockholders in Lieu of Special Meetings
  • Preview Consent Statement for Consent of Stockholders in Lieu of Special Meetings
  • Preview Consent Statement for Consent of Stockholders in Lieu of Special Meetings
  • Preview Consent Statement for Consent of Stockholders in Lieu of Special Meetings
  • Preview Consent Statement for Consent of Stockholders in Lieu of Special Meetings
  • Preview Consent Statement for Consent of Stockholders in Lieu of Special Meetings
  • Preview Consent Statement for Consent of Stockholders in Lieu of Special Meetings

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FAQ

The corporation can allow others to call a special meeting, such as the BoD Chair, CEO, or yes, shareholders. The bylaws or CoI needs to specify this, though. Many states, such as New York, follow the Delaware law.

An AGM is a routine meeting that typically follows a fixed agenda, while an EGM is a special meeting called for a particular purpose, such as to discuss a merger, acquisition, or major policy change. Furthermore, an AGM is a mandatory meeting required by law, whereas an EGM is not.

A Directors' Consent in Lieu of Meeting is a written consent for a corporation's specific action without having to arrange a board meeting. If they have previously agreed on passing a particular resolution, then using a written consent is a simple shortcut serving this purpose.

A Shareholders' Consent to Action Without Meeting, or a consent resolution, is a written statement that describes and validates a course of action taken by the shareholders of a particular corporation without a meeting having to take place between directors and/or shareholders.

Every company should have an Annual General Meeting (AGM) in ance with legislation and/or in line with the company constitution (Articles of Association and Memoranda). However, shareholders can request that the directors call a general meeting at any time.

Calling a Special Meeting A Special Meeting can generally be called by the Board of Directors (which is straightforward as the board determines the business and calls the meeting) OR by a requisition of members that is properly submitted to the organization.

A resolution in lieu of a meeting is a written resolution (signed by all shareholders who are entitled to vote at the meeting) that deals with all matters that need to be addressed at a shareholders' meeting. This resolution is just as valid as it would be if passed at a meeting of shareholders.

A general meeting can be called (ie initiated) either by the company directors or requested by the company shareholders. Different periods of notice are required depending on how a general meeting is being called, the type of company calling it, and whether or not the meeting is an AGM.

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Oregon Consent Statement for Consent of Stockholders in Lieu of Special Meetings