Shareholders Agreement Quorum

For a general meeting, a majority of shareholders must normally be present and a majority of the shareholders present is required, or all shareholders must sign written consents to a given agenda. For a meeting of the board, a majority of directors must normally be present at the meeting and a majority of the directors present is required. The decision may be replaced by the written agreement of all directors, as set out in the requirements for meetings of the Management Board. While derivative acts are misused by applicants` lawyers seeking comparisons that pay their fees, safeguards have been incorporated into the law. For example, at least ninety days before the start of a diversion measure, shareholders must require the company to take action in writing. Shareholders may not take derived measures unless they were shareholders at the time of the unlawful act. Degressive measures may be rejected if innocent directors decide that the proceedings are not in the best interests of the company. (A disinterested directorA director who is not interested in the disputed transaction is a director who is not interested in the disputed transaction.) The derived measures are explained in more detail in Chapter 27 “Powers and management of enterprises”. The board of directors of the company may, at the request of the shareholders representing at least 10% of the share capital, ask the general meeting to deposit them, provided that these shareholders deposit their shares at the registered office of the company or with an approved bank. Shares should only be confiscated after the general meeting has been revoked.

If the board of directors does not convene the general meeting for one month from the date of submission of the application, candidates may apply to the FATF which addresses the invitation itself There is no minimum quota for shareholders` meetings, although it may be amended in the articles of association of the company and there is a minimum quorum for decision-making. In the case of directors, a majority of directors must normally be present at a meeting of the board of directors; Alternatively, all directors can execute written decisions….

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