Waiver of Special Meeting of Board of Directors - Corporate Resolutions
What this document covers
The waiver of special meeting of board of directors form is a document that allows the board members of a corporation to waive the notice requirement for a special meeting. This form simplifies the organizational process by enabling directors to agree to hold a meeting without formally notifying each other, ensuring quicker decision-making. Unlike other corporate resolutions, this specific waiver focuses solely on the notification aspect, making it essential for corporate board governance.
Form components explained
- Name of the corporation
- Date of the special meeting
- Signature lines for each board member
- Declaration of the waiver of notice
Common use cases
This form is needed when the board of directors wishes to hold a special meeting but wants to bypass the formal notice period required by the corporation's bylaws. Common scenarios include urgent decisions that must be made without delay, such as business acquisitions, financial resolutions, or other critical matters that cannot wait for the standard notification process.
Who this form is for
- Corporate board members
- Executive officers of a corporation
- Individuals, such as directors, involved in corporate governance
Completing this form step by step
- Identify and enter the name of the corporation at the top of the form.
- Specify the date when the special meeting was held.
- Have each board member sign the document to confirm their agreement to waive notice.
- Ensure all signatures are dated for record-keeping.
Notarization guidance
Notarization is generally not required for this form. However, certain states or situations might demand it. You can complete notarization online through US Legal Forms, powered by Notarize, using a verified video call available anytime.
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Make edits, fill in missing information, and update formatting in US Legal Forms—just like you would in MS Word.
Download a copy, print it, send it by email, or mail it via USPS—whatever works best for your next step.
Sign and collect signatures with our SignNow integration. Send to multiple recipients, set reminders, and more. Go Premium to unlock E-Sign.
If this form requires notarization, complete it online through a secure video call—no need to meet a notary in person or wait for an appointment.
We protect your documents and personal data by following strict security and privacy standards.
Mistakes to watch out for
- Failing to include the name of the corporation.
- Not obtaining all necessary signatures from board members.
- Leaving the date of the special meeting blank.
Benefits of completing this form online
- Convenient access to templates drafted by licensed attorneys.
- Edit and customize the form to meet specific needs easily.
- Reliable legal documentation that aligns with current legal standards.
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FAQ
All shareholders have the right to receive notice of general meetings and attend them. This includes both Annual General Meetings and Extraordinary General Meetings, but does not extend to meetings of the company directors. Shareholders will usually have the right to vote at the General Meeting.
Who can attend meetings? All shareholders have the right to attend the meetings, although in the case of corporations such as limited liability companies, the bylaws can stipulate that attendance depend on holding a minimum number of shares, and in the case of listed companies this cannot exceed one thousand shares.
The purpose of board meetings is for the directors to talk about any issues that the company is facing, review the company's performance and discuss new policies to be enacted.
Special meetings are unscheduled meetings called from time to time by the Board for a specific purpose. Special meetings usually address issues that need immediate attention or that need more time and discussion than can be handled in routine Board or annual meetings.
At a special meeting, members can discuss only the business that was stated in the notification (which is referred to as the call to the meeting). If some emergency business is transacted for which no notice was given, the organization must ratify that business at a regular meeting or at another special meeting.
The waiver of notice of annual meeting is the form needed to document that all stockholders agree to actions in a held meeting without notice.
If the special meeting is an executive or emergency meeting, notice requirements are different. Calling the Meeting. Unless otherwise provided in the articles or bylaws, board meetings may be called by the president or any vice president or the secretary or any two directors.
Special meeting is a meeting called by shareholders to discuss specific matters stated in the notice of the meeting. It is a meeting of shareholders outside the usual annual general meeting.
