South Carolina Call of Special Stockholders' Meeting By President of Corporation

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Generally, if a stockholders' meeting is not called by a person or a group authorized to call such a meeting, the proceedings and decisions which occur at such a meeting will be of no effect. The board of directors is usually considered to be the appropriate body to call stockholders' meetings. Some state statutes allow the stockholders themselves to call a meeting without resort to the courts when corporate management has improperly failed or refused to call a meeting. Unless there is special authorization in the charter or bylaws, a corporate officer, such as the president of the corporation, is not considered a person authorized to call a stockholders' meeting on his or her own authority.

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FAQ

Sub-section (1) of section 100 empowers the board of directors to call extraordinary general meeting as and when it is deemed necessary. The board may call such extraordinary meeting depending upon the exigencies of the conduct of the business of the company.

The term shareholders refers to the people directly involved in the corporation who are participating in the company's gains or losses. The special meeting aims to enable the shareholders to know the company's affairs and vote on the management's recommendations in the proposed resolution.

Under section 61 of the Companies Act 71 of 2008 (Companies Act), only the board of a company, or any other person specified in the company's Memorandum of Incorporation (MOI) or rules, has the power to call a shareholders' meeting.

Typically either the president or a majority vote of the board (or both) can call a special meeting. You need to give proper notice to members and, of course, you need a quorum to do business. The procedure should be spelled out in your bylaws.

When the supervisory committee or the shareholders decide to convene a general meeting of shareholders by themselves, they must notify the board of directors in writing and at the same time file the notice with the local branch of CSRC and the stock exchange where the Company is domiciled.

Any shareholder or group of shareholders holding at least 10 percent of the shares in a Company can request the Board to convene an EGM by sending a signed notice to the Company at its Registered Office. Such a requisition notice shall include the matters that are to be considered at the EGM.

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). The members also have the ability to demand a general meeting.

Under section 61 of the Companies Act 71 of 2008 (Companies Act), only the board of a company, or any other person specified in the company's Memorandum of Incorporation (MOI) or rules, has the power to call a shareholders' meeting.

Special meetings of the shareholders may be called for any purpose or purposes, at any time, by the Chief Executive Officer; by the Chief Financial Officer; by the Board or any two or more members thereof; or by one or more shareholders holding not less than 10% of the voting power of all shares of the corporation

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South Carolina Call of Special Stockholders' Meeting By President of Corporation