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Should I Send Myself Notice of Annual Meetings?

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This post is adapted from an OnStartups.com question that I answered. The questioner wondered whether, as sole shareholder of a corporation, he needs to give himself notice of annual shareholder meetings.

Q. If I am the only shareholder in a corporation, do I have to give myself notice of annual meetings? It seems silly that I would have to notify myself, but is this required to stay legal?

A. While is certainly is possible to provide notice to yourself, there are at least two commonly-used ways to avoid that task:

  1. By attending the meeting (other than to object to its being held without notice), the shareholder consents to the meeting being held and waives any objection pertaining to lack of notice.
  2. In many closely-held corporations, shareholders dispense with the fiction of actually holding an annual meeting and, instead, prepare and sign a Unanimous Written Consent in Lieu of Annual Meeting.

Check out all posts about annual meetings.

Dana H. Shultz, Attorney at Law  +1 510 547-0545  dana [at] danashultz [dot] com
This blog does not provide legal advice and does not create an attorney-client relationship. If you need legal advice, please contact a lawyer directly.

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