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A shareholder resolution to protest napalm manufacturer Dow Chemical resulted in a U.S. Supreme Court case called SEC v. MEDICAL COMMITTEE FOR HUMAN RIGHTS, 404 U.S. 403 (1972). The court decided that the case was moot due to Dow's agreeing to include the resolution on its proxy statement. [4] The dissent argument by Justice Douglas encourages ...
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.
The wording of the resolution is sent to the shareholders with a note about its importance. The theory is that the board has a better knowledge of the situation, and the resolution is in effect their ideal solution, but it may not be in the interests of individual shareholders.
All the shareholders must endorse the document for it to come into force. Having dispensed with AGMs, companies pass written resolutions on matters that would otherwise be discussed at AGMs. The resolution putting an end to AGMs may cease to be in force – members can adopt a new resolution to revoke the dispensation.
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In business or commercial law, an extraordinary resolution or special resolution is a resolution passed by the shareholders of a company by a greater majority than is required to pass an ordinary resolution. The precise figures vary in different countries, but commonly an extraordinary resolution must be affirmed by not less than 75% of members ...