Shareholder meetings play a key role in the governance processes of companies. Effectively organizing such meetings is crucial. Unfortunately, it can be time-consuming. Keeping everything organized and on track requires attention to detail and may take longer than necessary. The same can be said about ensuring the process is legally compliant.
This article will present you with the knowledge and tools needed to effectively organize, run and keep the shareholder meetings compliant. In addition, you will find a notice template you can use for your next shareholder meeting.
What is a Shareholder Meeting?
A shareholder meeting is a gathering of the company's owners - its shareholders. Such meetings allow equity owners to discuss matters related to the business. These meetings allow shareholders to voice their opinions and ask questions. Also, they can vote on important decisions that affect the company's direction.
These are different from board meetings. The main participants of shareholder meetings are actual shareholders of the company. While, board meetings are gatherings of the board of directors that make strategic decisions on behalf of the company.
Types of Shareholders Meeting
There are 2 main types of shareholder meetings: annual and special. Annual meetings are held once a year. During such, the board members are elected, financial statements are reviewed. Compared to public companies, private companies or startups don’t typically need to organize such meetings. They have more flexibility in deciding how often to hold shareholder meetings.
On the other hand, special meetings are held when a particular issue requires shareholder approval. For example, when there is an opportunity for a merger or acquisition. But, startups and private companies usually hold meetings to discuss funding, strategy, and overall company performance.
What is the Objective of the Shareholder Meeting?
- Two primary objectives of shareholder meetings are electing board members and approving the company's financial statements. However, shareholder meetings can also be used to discuss other important matters. These can involve changes to the company's bylaws, the issuance of new shares, or major business decisions like mergers or acquisitions.
- Shareholder meetings can provide an opportunity to present the company’s progress to shareholders. Such gatherings allow equity owners to voice their opinions and ask questions. Discussions around the company's strategy and direction can be helpful and guide decision-making. At the same time, this helps to build trust and transparency between the company and its equity owners.
- Legal requirement: in many places, shareholder meetings are legally required. For instance, in the United States, these are required under state corporate laws. However, the precise requirements to stay lawfully compliant will typically depend on the country’s laws and the type of legal structure of your company.
Who Gets Invited to Shareholder Meetings?
The regulations that apply to shareholder meetings can differ depending on the type of business and legal structure. But generally, invitations to these meetings are often sent to all shareholders. In startups, meetings are open to shareholders and senior executives, essential staff members, and legal counsel.
In many cases, non-shareholders are there to provide insights and advice on various matters. However, they are usually not permitted to vote or actively participate in meetings. Thus, it's important to know which shareholders have voting power. You can easily track those things using equity management software tools like Capboard.
Shareholder Meeting Requirements
Planning is essential to the success of any shareholder meeting. In addition to legal requirements, tips and suggestions will be provided for three stages of every shareholder meeting: before, during and after one.
Before the meeting
- Organization: Set the date, time, and location (if you are doing it online, set up an online meeting using any of the preferred video conferencing tools and get a link to access it). Make sure you have enough time to notify all the stakeholders by sending a notice - typically 14 days.
- Shareholder Meeting Agenda: Creating an agenda is an essential step in the planning process. The agenda will involve the topics to be covered in chronological order. It adds structure and ensures the meeting runs smoothly and achieves its purpose.
- List of attendees: You need to know who gets invited to shareholder meetings in advance and have their contact information. Having access to up-to-date cap table information can significantly simplify the process. Also, the bylaws must specify the conditions for qualifying and being invited to a shareholder meeting.
- Sending a notice: There is a need to inform the attendees in advance about the meeting. Whether annual or special, both types of meetings must have notice. It should include all the meeting details, including the corresponding agenda. You can find a notice template later in this article.
During a shareholder meeting
- Sticking to the agenda: The agenda created before the meeting ensures a structured approach to the discussion and decision-making. Following the agenda will help the group address the key topics and make informed decisions. The chairperson will have to present each item on the agenda, provide the attendees with the necessary information and keep the discussion on point.
- Minutes: Keeping accurate records of the meeting is essential. It should involve the decisions, the voting results, and the actions that will be taken. Creating and approving meeting minutes became much easier and faster with your meeting management tool.
- Voting: With decisions to be made during the meeting, it’s necessary to ensure the voting results are officially recorded.
- Attendance: Taking note of the attendance of shareholders is necessary to ensure a quorum. A shareholder meeting quorum represents a minimum number of attendees with voting power that must be present for the meeting to be valid. It has implications for the decisions made during such a meeting.
- Quorum: this requirement ensures that the decisions made during a meeting represent the shareholders’ view. It makes sure that critical company decisions are not made by a small group of shareholders. This minimum number is typically outlined in a company's bylaws or articles of incorporation.
After one
Organizing a shareholder meeting for a startup can be a daunting task. But with the proper planning and execution, it can help advance the company. After a meeting, the required parties can review and sign a draft of the minutes. The voting decisions should be mentioned and officially recorded.
Notice of Shareholder Meeting Template
Here is a template for a notice of shareholder meeting you can use:
NOTICE OF SHAREHOLDER MEETING OF {Company Name}
NOTICE IS HEREBY GIVEN to all shareholders of {Company Name} that the corporation has called a meeting of shareholders on {Date} at {Time}, at {Location} for the purpose of transacting the following business:
- {Agenda point 1}
- {Agenda point 2}
Sincerely,
{Name}
Secretary
{Contact information}
Shareholder meetings with Capboard
Organizing and preparing shareholder meetings involves several crucial and legally required tasks. Understanding how time- and energy-consuming it can be, at Capboard, we created the tools you can use to simplify and optimize the process. This way, you don’t have to worry about finding information about shareholders in outdated Excel sheets. Or get buried in emails and questions about company documents.
Schedule your shareholder or board meetings with peace of mind, efficiently and stress-free by creating an account on Capboard.
