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South Carolina Waiver of Special Meeting of Board of Directors - Corporate Resolutions
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Multi-State
Control #:
US-0020-CR
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Word;
Rich Text
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How to fill out Waiver Of Special Meeting Of Board Of Directors - Corporate Resolutions?
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FAQ
As you complete your notice of meeting, you will need to include the following information:Meeting type (e.g. regular, annual, special, or other)Meeting participants (e.g. shareholders, board of directors, members, board of managers, or others)Meeting date and time.Location.Any dial-in telephone number for attendance.More items...
A waiver of notice is a legal document that states a board member agrees to waive the formal notice, and it must be signed by the board member. Organizations will have different rules based on the type of meeting, such as the first meeting, special meetings, emergency meetings, and executive sessions.
A resolution in writing signed by all of the directors of a company is as valid as if it had been passed at a meeting of the directors. The resolution may consist of several documents in like form each signed by one or more directors and for all purposes take effect from the time it is signed by the last director.
Those calling the special meeting must give notice thereof, in writing, stating the time, place and purpose of the meeting to the remaining Board members by mail at least 48 hours before the meeting, or by personal service at least 24 hours before the meeting.
Notice to Shareholders Most states require notice of any shareholder meeting be mailed to all shareholders at least 10 days prior to the meeting. The notice should contain the date, time and location of the meeting as well as an agenda or explanation of the topics to be discussed.
A waiver of notice is a common document used for board of directors special meetings. Special meetings are called when there's a pressing issue that can't wait for the next scheduled meeting. If there's not enough time for a formal meeting notice, directors can opt to sign a waiver and hold the meeting without notice.
Why would I need a waiver of notice for the first shareholder meeting? A waiver of notice documents that all shareholders are okay with having a meeting without being formally notified ahead of time.
The minimum number of eligible directors needed to pass a written resolution is the same as the quorum for a directors' meeting (see 'Quorum for a directors' meeting' above). All eligible directors must either sign copies of the written resolution, or otherwise agree to it in writing.
Special meetings of directors or members shall be held at any time deemed necessary or as provided in the bylaws: Provided, however, That at least one (1) week written notice shall be sent to all stockholders or members, unless a different period is provided in the bylaws, law or regulation.
In addition to specifying the date, time, and location of the meeting, special meeting notices should make note of all agenda items. Unless the bylaws indicate something different, board members should only be discussing the business that was stated in the notice for the special meeting.
