General assembly and board liability

Notes on the procedural gaps often seen in preparing the annual general meeting and on the liability of board members.

Holding the annual general meeting on time and in the proper form affects the validity of the resolutions and the liability of board members.

Common procedural gaps are the following: notice periods not observed, an agenda that is not specific enough, and financial statements not made available to shareholders in time. These gaps can lead to resolutions being annulled.

It matters that resolutions are minuted together with their reasoning and that conflicted members do not take part in the vote.

An annual corporate calendar helps these steps run in an orderly way.

Related practice area: Corporate Law

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This article is general information and does not replace legal advice. Legal Notice

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