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A corporate resolution is a document issued by a board of directors, outlining a binding corporate action. [ 1 ] Resolutions may authorize routine transactions such as opening corporate accounts, or adopting a fictitious business name . [ 2 ]
With respect to public companies in the United States, a shareholder resolution is a proposal submitted by shareholders for a vote at the company's annual meeting. Typically, resolutions are opposed by the corporation's management, hence the insistence for a vote. "Voting has long been recognized as one of the primary rights of shareholders."
In an election, if there is only one candidate and the rules do not require a ballot vote in that situation, the single candidate is declared elected by acclamation, or unanimous consent. [18] In this special case of unanimous consent, the only way to object to the election of a candidate is to nominate and vote for someone else.
The President of our Association has a habit of making all sorts of decisions without having a board meeting first. Is this legal? ... The authority of the Board is not only found in Chapters 718 ...
Proxy voting is a particularly important practice with respect to corporations; in the United States, investment advisers often vote proxies on behalf of their client accounts. [ 2 ] A related topic is liquid democracy , a family of electoral systems where votes are transferable and grouped by voters, candidates or combination of both to create ...
Non-binding resolutions are usually specific simple or concurrent resolutions that are not passed on to the executive branch to be signed into the law. [2] These resolutions differ from pure concurrent resolutions (that are used for various procedural requests such as adjourning sessions) in that they are designed to express formally, document opinions and not initiate a process.
Resolutions are often preceded by "Whereas..." clauses that express reasons or justifications for the ensuing resolution. In law, a resolution is a motion, often in writing [note 1], which has been adopted by a deliberative body (such as a corporations' board and or the house of a legislature). An alternate term for a resolution is a resolve.
In business or commercial law in certain common law jurisdictions, an ordinary resolution is a resolution passed by the shareholders of a company by a simple or bare majority (for example more than 50% of the vote) either at a convened meeting of shareholders or by circulating a resolution for signature. A special resolution by comparison ...