Unanimous Consent in Lieu of an Annual Meeting

Unanimous Consent in Lieu of an Annual Meeting

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Each year, corporations are supposed to hold two meetings: one for the shareholders to elect a board and another for the board to elect officers.  These meetings are generally pretty simple, but this regulation is often totally ignored by many corporation soles.  In some states, you can have all of the shareholders or directors "consent" to anything that they could have conceded to in a meeting.  In such cases, you can use the form provided here to bypass the meeting and simply give consent to the annual directors election of the officers instead.  It's the editor's opinion, however, that you ought to just have the two meetings, as they should not be very time consuming.  But, for those of you who would rather take the consent approach, here is an example of the form that you would want to use. 

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UNANIMOUS CONSENT, DIRECTORS IN LIEU OF ANNUAL MEETING

 

Statement of the unanimous and written consent to action in lieu of the annual meeting of the Directors of ___________________ (Corporation).  Dated: ______________.

 

The undersigned, being all the directors of ____________________ (Name of Corporation), a _________________________ (State incorporated in) corporation 

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