When a company or its members of board of directors don’t want to arrange a meeting or don’t have the time for a proper meeting to take instant action or decide something instantly, they can ask to the directors and shareholders to sign a written consent and agree to take a decision instead of arranging for a meeting. When this process is hold, it is really important that all the directors and shareholders must agree to sign the consent and if a group of people or even a single director doesn’t agree to sign the consent, the general partner or director has the responsibility to arrange for a meeting.
Written Unanimous Consent in Lieu of Meeting:
Usually when it comes to implementing changes to the corporation or deciding something important, companies and organizations arrange for meetings for the directors, shareholders and partners. But, if there is not enough time to call for a meeting or if the decision is not as important to be discussed in a formal meeting, the board of directors can ask the shareholders and partners to sign a written consent instead of participating in a meeting and discussing it in there. This is a legal right of every organization and corporations can use the unanimous written consent anytime they want.
Key Elements in the Written Unanimous Consent in Lieu of Meeting:
- Name of the company/corporation along with complete address and contact numbers
- Date when the consent is being written and signed by the members of board of directors
- Reference to the government law and corporation bylaw that allows the directors to write consent instead of holding a meeting
- Names of the owners or general partners in the company
- Write Names of the major share or stock holders in the company
- Name of the members of board of directors who are signing this consent
- Designation and responsibilities of each director along with his decision making authority
- Details of the actions or decisions being taken by the written unanimous consent in lieu of arranging for a meeting
- Signature of each member of board of director along with the date when they signed the consent
- Signature of the general partner or CEO of the corporation in order to authenticate the consent and implement the decisions made in the consent
Most of the states and countries around the world allow the shareholders and directors of corporation and organizations to use written consent instead of organizing a meeting and if all the directors or shareholders agree to sign the consent, this is a legal step that can’t be challenged in the court. If you want to use written consent instead of discussing the issue in a meeting, you need to make sure that all of your directors and shareholders agree to sign the consent and if there are people or even a single person who doesn’t want to sign the consent and want to arrange a meeting, you need to go with the meeting or ask him to agree with the written consent.
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