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A waiver of notice is a written acknowledgment from people eligible to attend a company meeting stating that they are giving up their right to receive formal notice of the meeting. It allows meetings to take place legitimately even when they are called at the last minute without the normal required notice according to the company's formation document.

Alternatively, it allows eligible attendees to opt out of the company's notice requirements. Eligible attendees could decide to opt out of formal notice for various reasons. For example, an eligible attendee could be disinterested in attending a specific meeting or prefer to be notified of meetings in informal ways, such as by email or from their spouse who is an owner or employee.

Whatever your reasons may be to waive notice of a company meeting, LegalNature's waiver of notice can be customized to suit your needs. The following aspects of the waiver will help make it clear that formal notice is not required.

Company Name

You should enter the name of your company exactly as it is listed on your articles of incorporation or articles of organization filed, or to be filed, with your state.

Meeting Type

The different types of meetings that your company may hold include the following:

  • A regular meeting is a standard company meeting and is often held at regular intervals, such as monthly or quarterly.
  • A special meeting is one that is called during an emergency or for non-standard purposes falling outside the purview of regular meetings.
  • An annual meeting occurs once per year and normally serves to review the company’s performance and set goals and priorities for the future.

Meeting Persons

Meetings are normally attended by owners or elected directors, with the titles of meeting attendees depending on the entity type, such as:

  • shareholders,
  • board of directors,
  • members, or
  • board of managers.

Meeting Date and Time

Enter the actual meeting date and time. Generally, the notice of meeting is given well in advance of the meeting date. However, a waiver of notice may be provided any time before the meeting to preemptively waive the notice requirement or after the meeting as evidence that notice was not necessary to begin with.

Meeting Purpose

Include the purpose of the meeting and its agenda in the wavier. For instance, the purpose may be to “discuss potential partnerships” or “approve an annual budget.” You may wish to specifically reference the purposes and details of this meeting to confirm your waiver and consent to the business conducted at that meeting.

Signatory Names and Final Steps

Enter the names of everyone waiving notice and have them sign this waiver form. All original signatures can be inked on one document at the same time or each person can sign their own copy separately at any time. Copied and scanned signature pages are considered valid as well. Once it is signed, the signer should return a copy of the form to the company. The company's designated officer, owner, or employee in charge of maintaining the company's records will attach the waiver to all the corporate documents to evidence the waiver of notice.

Ready To Get Started? Create a Waiver of Notice

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Checklist

Step 1: Gather Information

Collect the following information for completing your waiver of notice:

  • Type of meeting (e.g. regular, special, annual, or other)
  • Type of participants (e.g. shareholders, board of directors, members, board of managers, or others)
  • Meeting purpose
  • Location
  • Meeting date and time
  • Any dial-in telephone number for attendance
  • Any link for video attendance

Step 2: Answer Key Questions

Use the information collected for Step 1 to complete our questionnaire. We make this process simple, providing helpful guidance along the way.

Step 3: Review and Sign

Read your completed waiver of notice to ensure that it is correct. You may make any textual edits needed by downloading and opening your document in Microsoft Word or Google Docs. Your downloads are available in your account dashboard.

Step 4: Distribute and Store Copies

Send a copy to each meeting participant. It should be delivered in accordance with the company’s notice requirements, which are typically found in a formational document, such as the corporate bylaws or operating agreement. Store a copy in the corporate records book, and keep an electronic backup copy as well.

Step 5: Complete Related Documents

You need to record all actions taken and decisions made at the meeting using meeting minutes. Use a corporate resolution to formally show that a vote has passed..

Ready To Get Started? Create a Waiver of Notice