Quorum
Quorum
- A Quorum is the minimum number of shares that must be represented
at a shareholders' meeting in order to validly conduct any business. The
shareholders may be represented either in person or by proxy. Similarly, a
Quorum is the minimum number of directors who must be present at a Board of Directors'
meeting in order to validly conduct any business. In fact,
absent a quorum, no one may vote at the
meeting.
The minimum number of directors present or of shares represented at a meeting for it to be valid is established in state laws or your by-laws. Generally, a majority of Directors constitutes a quorum at a Board of Directors' meeting and the representation at a meeting (in person or by proxy) of a majority of the shares entitled to vote constitutes a quorum to vote at a shareholders' meeting.
At a valid meeting, each shareholder may cast one vote per share of voting stock except when cumulative voting is used in an election of directors to the board. At a valid Board of Directors meeting, each director may cast one vote.
Provided a quorum is present, the shareholders may adopt a resolution if a majority of the votes are cast in favor of the resolution and the Board of Directors may adopt a resolution if a majority of the directors present at the meeting vote in favor of the resolution.
Disclaimer: The foregoing is intended to provide general information and may not be suitable in specific instances. The glossary information is not intended to be exhaustive, but rather to illustrate typical considerations. The material is provided with the understanding that it is not legal, accounting, tax or any other professional advice.
Copyright © 2003-2010 LawVantage.com, LLC. All rights reserved.
Important LawVantage.com, LLC and its website, CorporateBoardMinutes.com, do not render any legal, accounting or other consulting advice.
For legal advice, you should always consult with a qualified attorney-at-law.
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The minimum number of directors present or of shares represented at a meeting for it to be valid is established in state laws or your by-laws. Generally, a majority of Directors constitutes a quorum at a Board of Directors' meeting and the representation at a meeting (in person or by proxy) of a majority of the shares entitled to vote constitutes a quorum to vote at a shareholders' meeting.
At a valid meeting, each shareholder may cast one vote per share of voting stock except when cumulative voting is used in an election of directors to the board. At a valid Board of Directors meeting, each director may cast one vote.
Provided a quorum is present, the shareholders may adopt a resolution if a majority of the votes are cast in favor of the resolution and the Board of Directors may adopt a resolution if a majority of the directors present at the meeting vote in favor of the resolution.
Disclaimer: The foregoing is intended to provide general information and may not be suitable in specific instances. The glossary information is not intended to be exhaustive, but rather to illustrate typical considerations. The material is provided with the understanding that it is not legal, accounting, tax or any other professional advice.
Copyright © 2003-2010 LawVantage.com, LLC. All rights reserved.
Important LawVantage.com, LLC and its website, CorporateBoardMinutes.com, do not render any legal, accounting or other consulting advice.
For legal advice, you should always consult with a qualified attorney-at-law.
Website development by
Vine Design.